Harry Tennyson!
by The Dark Dragen
Summary: What if Lily and Petunia had three other brothers and they weren't Evans by birth, but Tennyson's? After Lily's death, Petunia sends Harry to one of her older brothers Carl Tennyson, who tragically lost his own son, Ben Tennyson, not long before Lily's death from a bad case of flu. Full Summary Within! Harry/Gwen/high possibility being a Harem. PLEASE REVIEW!
1. Chapter 1 - How it began!

_**Harry Tennyson!**_

_**Summary:**_ What if Lily and Petunia had three other brothers and they weren't Evans by birth, but Tennyson's? After Lily's death, Petunia sends Harry to one of her older brothers Carl Tennyson, who tragically lost his own son, Ben Tennyson, not long before Lily's death from a bad case of flu. When Harry winds up with the Omnitrix attached to his wrist will he make the same decisions as Ben would, or will he make his own mark on the world?

Smart/Very Powerful/Omnitrix and Magic Wielding/Harry and Super Smart/Very Powerful/Magic Gwen. The story is set ten years later then in canon of Harry Potter to fit the tech that'll show up in the story.

_**Disclaimer: **_Harry Potter belongs Rowling, and Ben 10 was created by Man of Action, and produced by Cartoon Network Studios. I don't own anything from them, nor do I get any money from this. All I own is the plot and the ideas that came to me.

_**Warning: **_If you read my other work, you'll know what to suspect in this story, but as for Harry been good, evil or grey, and the pairings - it'll be at least a threesome or more - I don't know of yet. We'll just have to wait and see how the story comes along. Suggestions and ideas of any kind are welcomed.

_**Chapter One!**_

_**How it began!**_

_1st of November 1991:_

"We will not be keeping him, Pet!" Shouted a large man with short neck, a small amount of hair, and watery blue eyes. This was Vernon Dursley, wife of Petunia Dursley nee Evans, who was sister of Lily Potter nee Evans.

"That _freak _left him here, Vernon! For all we know they'll be watching us to make sure we keep the brat!" Petunia shouted, not at all happy with the situation either. She was an extremely thin woman with a long neck and blonde hair who loved to gossip about anything and everything.

"I don't care! I don't want his _kind _living under my roof! We'll take the little brat to an orphanage or something!"

The two adult Dursleys were currently yelling about a baby they had found on their doorstep this morning when Petunia opened the door to get the daily milk. The note informed them about the death of Petunia's sister and her husband, and telling them they had to look after the baby until he was eleven, where he would go to the magical boarding school. It also said as long as the baby was with his blood family, both he and them would be protected from those who would do them harm.

Who was this baby you ask? This baby was a sixteen months old, had a bird's nest of black hair, the most stunning emerald green eyes, and a peculiar scar situated just above and to the right of his right eyebrow. This scar was peculiar for one reason; it was shaped like a lightning bolt.

This boy, Harrison 'Harry' James Potter, would be one of the most famous Magical to have ever been born. First off, he had been the one to vanquish the Dark Lord 'Voldemort.' The second, also how he vanquished Voldemort, was that he survived _Avada Kedavra_, the Killing Curse; a feat that had never happened before. For this, he was given the moniker of 'The Boy-Who-Lived.'

"Fine! But if those damned _freaks _come here, you'll be the one telling them, Vernon!" Petunia shouted as she began to prepare for the day. This included making food for her husband and herself, waking and feeding her son, Dudley, and getting herself and her son dressed.

As she was doing all this Vernon remembered something that his wife told him once, she had three brothers who all lived in America - the damn yanks as Vernon call them. But as he thought about it, if the _freak_ needed a blood family member to look after him... But to make sure, Vernon asked, "Pet, dear, didn't you say that you had three yank brothers, and your birth father was a yank?"

"Yes dear I did, why?" asked Petunia. As she thought back about her brothers, she never did get along with them like her so called _sweet _sister did. Their father, Maxwell Tennyson, was in England in the late fifty's where he had an affair with her mother and nine months later she was born. But during her birth, there was a problem and her mother wasn't able to have any children anymore.

Then a year later, her father returned to England, her mother had married the man she thought as her dad, Matthew Evans. Her birth father had came to see her mother, and he brought along her freak of a half sister Lily with him. After learning about her mother not been able to have children again, they had a long talk and it was decided that Lily could stay with her mother and dad, so that she wouldn't be alone.

So over the years, her birth father and her brothers kept in connect. And over the years, Petunia and Lily were close, that was until she learnt that her sister was a freak and so parted over time. It got so bad that when Lily finished Hogwarts, she left home and never talked again. Up 'til now there was no reminder of the freaks, but now here was her _freak _sister's _freak _son and she wanted nothing to do with him, so she wondered what her husband was thinking.

"So I thought you could call upon one of those yank relatives of yours." Vernon said.

Petunia decided the idea had merit; let her relatives look after the _freak_ instead of her and her _normal_ family. "That's a great idea dear." Petunia said with a smile, "I'll call my birth father now and see if he can come get the _freak_." And with that decision made she made the phone call to her birth father.

_**o0OoO0o**_

_9th of November 1991_

A week after Petunia made the call to Maxwell Tennyson, explaining the situation, time had passed relatively quickly. There was a slight hiccup when Vernon wanted to put the freak in the cupboard under the stairs. Petunia had wholeheartedly agreed that that's where he belonged, but with Maxwell Tennyson dropping by at any time she couldn't allow it. As she told her husband her birth father knew people that could make their lives difficult should he find Harry mistreated, so Harry slept with their son in the second bedroom.

It was a crisp Saturday afternoon of the ninth when they got news that Maxwell was in the county on business and so he could pick his Grandson up that day. It was two o'clock when a knock was heard at the door. Vernon was at work that afternoon and Petunia was waiting for Maxwell, so she was prepared already and didn't have anything she needed to put aside to answer the door. As she opened the door to see her birth father there, Maxwell - or Max, as he liked to be called - tried to hug his daughter, but Petunia pulled away.

"Oh come dear won't you give your dad a hug?" Max asked his daughter sadly as the two stood in the hallway.

"You might have helped to give birth to me but you're not my dad." His daughter replied scathingly, "Matthew Evans was and always will be my dad, to me you're a stranger. Now let's hurry this up so you and the... boy can leave as soon as possible."

Max looked sad at this, after all this time his daughter never forgave him for the past, and by the looks of things still hated things that weren't what she called normal, if he was reading the slight pause right. _'If only she knew the truth about the world and what is out there.' _Max thought sadly. "Are you sure about this Petunia, he is your sister's boy after all." Max said as he tried to change her mind, "Are you sure you don't want to -"

"I don't want anything to do with my freak sister's brat of a son nor her world." Petunia spat, "If it wasn't for needing to get rid of the boy I wouldn't even want anything to do with you. You know full well how I feel about _her_ kind, the freaks of nature, only God should have that kind of power."

Max sighed sadly, honestly ashamed of her small mindedness, "But they're just normal people like you and me. They were just given a gift at birth to do something special. If only you would open your eyes and see -"

"I don't want to see anything!" Petunia sneered, "Nothing you can say will change my mind about my freak of a sister and the unnatural world she lived in. So just take the boy and leave, I don't want to spend another minute with the reminder of it in my house."

Max sighed again, and considered trying to argue further, but ultimately knew it was useless. Petunia believed everything that should be normal and everything had its place, never knowing the truth of the world and that the so called Wizarding World was just the tip of the iceberg of what was really out there. However, knowing that it was pointless to argue with his daughter, decided it was the best to leave it alone, "Fine, I'll get Harry and leave. Is there anything that I should know before I leave?"

"I told you everything that I knew over the phone," Petunia said bluntly, "now just get the boy and leave!"

So without another word, Max nodded and Petunia lead him with to the leaving room where Harry was in an old beat up crib by himself. Max once more felt a wave of shame as he saw Dudley in another crib, the Dursely child's was clearly brand new and quite expensive, while Harry's looked to be taken from someone's rubbish bin.

In the end he was just grateful Petunia did end up calling him; he didn't even want to think what would have happened to the poor boy if he stayed here. He knew just which of his sons he was going to give Harry to, to look over. Carl, he and his wife lost their son Ben a few months ago after he had a bad case of flu, and Ben was about the same age as Harry. Max thought that having Harry in their live would help them help and recover from losing Ben. As he picked up the young wizard, he smiled as he saw that even at a young age he looked like his father, James Potter, but had the Tennyson's green eyes.

After giving Petunia a sad goodbye and telling her if she _ever _needed him no matter what it was, he would be there as fast as he could to help her, he left the household. In unknowingly doing so, changed the fate of Harry and the rest of the Wizarding World.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends the first part of this new crossover story, I hope you like it. Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Like it or not, I would like to hear what you think and what you would like to happen next. So you know though, I have the first few chapters already done, and they more or less follow the Ben 10 story line with a few changes along the way, I hope you like them. Once again, please review!


	2. Chapter 2 - Then There Were Ten - Part 1

_**Author's Notes:**_ I would like to thank all those who reviewed this story, from , I got I got twenty-one reviews, thirty-nine favs and fifty-eight alerts and one C2 - which I hoped I would have more. On hpfanficarchive I got thirteen reviews, so all in all a good start to the story and I hope to keep it up.

_**Chapter Two!**_

_**Then There Were Ten - Part 1 (From Season 1 Episode 1)**_

_31st of May 2001:_

It had been nearly nine and a half years since Maxwell Tennyson picked up Harry and took him to his son Carl and daughter-in-law Sandra "Sandy" Tennyson. The first few months of Harry living with them were hard on them. Taking in Harry, and completely accepting him into their home felt like a betrayal to their son, that they were forgetting him, but over the following months and years they were able to able to look at Harry and not feel as if they were forgetting their birth son.

Over the years Carl and Sandy made sure that Harry did his best at what he set out to do, anything he wanted to do they would support him. Even if he failed, they praised him for doing his best. They made sure that he did well in school mostly, seeing how smart they knew he was. He was a bit of a prankster and loved getting into mischief, and sometimes it did get him into trouble.

Harry was an active child, his main interests being football, martial arts and baseball, and he was even on the local teams for his age group. He still had a long ways to go when it came to his martial arts, but it was understandable, being his latest hobby, only started within the last year. Despite his interest in martial arts, and his decent aptitude for it, he was still bullied due to the scar on his head. A silly reason, but children weren't known for their nice and understanding nature. He asked his parents about the scar, but they gave the standard excuse of telling him when he was older. He didn't like the idea, but he knew his parents would tell him when they were ready.

He was a bit more built then a normal ten year old due to his hobbies. He wore dark-green shirt with black accents on the shoulders and sides, along with black cargo pants. He also tended to enjoy wearing combat boots he'd convinced his parents to buy him after having his toes stomped on more than a few times.

While he wasn't bullied as hard as most kids, mostly due to his ability and willingness to fight back in every sense of the word, it did create a strong resentment for bullies in Harry. This had fuelled Harry to stand up for a lot of his weaker classmates, even if it came off like he was the one bullying the stronger meaner students, he didn't let the jeers of supposed hypocrisy bother him.

Harry didn't press his parents on the scar issue for one reason; despite being mature for his age, he enjoyed acting like a child immensely. He was a little boy, and he enjoyed the freedom that brought. He knew children who tried to act older, but saw that most of the time they weren't happy with it. Most were forced into the role due to a missing or irresponsible family member, while others wanted to feel more important, more mature, by acting like grownups, while others were so smart they just felt, and rightly so usually, that they just couldn't fit in with their peers. In doing so they would act more mature then they really were. Sometimes Harry could even respect a few of these children, because they knew when to stop and just have fun, they could balance out their serious attitudes with an open mind, but for the most part the children he knew that acted like this were inherently unhappy.

His philosophy wasn't completely solid though, because Harry himself was quite diligent and serious about his school work. This was only one of the exceptions to his personal beliefs, but wasn't the only time he got serious about things. It was confusing, and maybe even hypocritical to have a moral code that flexible, but that's just the way he was.

But none of that mattered, because today, the last month of May, the eyes of Harry Tennyson, ten year old school boy, just like those of the entire class, were glued to the slowly ticking hands of the clock on the wall of their classroom to hit three o'clock. It was the last day of school for Madison Elementary School before the summer break and the entire class was jittery with anticipation.

The teacher's voice droned on about something, but everyone in the room that was paying her enough attention knew that she was just as excited for summer break to start as they were. A palpable feeling of barely contained excitement finally burst as the minute hand struck the hour and the class gave a loud cheer. "Have a fun summer everyone!" The teacher cried to the students as they sprinted outside.

Harry ended up having to go back and grab his backpack, because in his excitement and desire to be the first out the door he'd ended up forgetting it. He shook his head, grinning despite his blunder, and took a deep breath as he stepped outside.

This relaxing breath was interrupted by a cry for help though. He turned his head with a jerk to see three of the school bullies from his year, J.T and Cash Murray and a third he'd never seen before huddled together around something while a girl his age yelled at them to leave her alone.

Without hesitation Harry ran over. "Hey, what are you three doing?" He demanded, "Isn't bullying girls below you three, I thought you were somewhat better then that J.T, Cash."

The three students jumped at the unknown voice addressing them and stepped back, revealing a black cat with it's hind legs tied together with what looked like shoe lace. Its front legs would have been tied too, evidenced by the slack lace around them, but Harry's interrupted stopped them before they could tie it.

"Well if it isn't Jackie Chan! Here to save the day?" Cash, the leader of the bullies mocked.

Harry glowered at them, he knew J.T and Cash had never sank this low before. They'd bully the boys for their money and that, but they never picked on girls. He could only guess they were either showing off or moving up the ladder of bullying. "What's wrong with you Cash? Why would you hurt her cat like that? Are you trying to show off for your new friend or something?" He asked.

The new kid of the now trio of the school bullies answered with a snicker, "Because it's so funny to watch cats jump around with their feet tied together. We got a bet going to see how long it can stay on its feet." J.T and Cash just smirked.

Harry tensed, ready to turn this into a physical confrontation, something the bullies noticed as the new kid brought his hands up like a boxer, looking smug. "Don't think you can beat me, my dad taught me some boxing moves. You won't stand a chance with that kung fu shit!"

J.T and Cash burst out into excited giggles at the use of a grown up swear, but likewise brought their hands up in a fair imitation of their new friend. They liked the idea of him showing up Harry, who thought he was tough because he knew how to fight, it was good to see someone who knew his way around a fist fight to put Harry down a peg or two.

The little girl behind them closed her eyes, wincing as several meaty thumps were heard a few feet away. The cracked open her fingers when she heard a high pitched squeal, only for her mouth to open in surprise and shock as she saw Harry up in a tree, hanging from a branch by his underwear.

"Oh that was good Justin!" Cash exclaimed, "That'll show Tennyson try and not to act like the trough guy."

"Yeah," agreed J.T, "that was a good hook, it winded Tennyson good."

"My father taught me Boxing since I was five." Justin bragged.

"Well we had our fun for the day, let's go and get some smoothies from Mr. Smoothy." Cash suggested as he and his two friends walked away.

Once they were gone, Harry took a pair of scissors from his back pocket and cut himself down, he was thankful it was the last day because he wouldn't have them on hand otherwise. Once he was down, he walked towards the young girl and her cat, bending over he cut the string with a deft *snip* the cat was set free, which he picked up and carried over to her.

"Here ya go, I'm Harry by the way." He introduced himself with a smile.

"Sabrina Spellman, and thanks for helping me and Luna out." Sabrina replied with a bashful smile of her own. "I'm sorry that you were caught up with what happened and you ended up in the tree."

"Meh." Harry shrugged it off. "I don't like bullies, and I stand up to them and much as I can, even if I do end up in a tree or head down the loo every now and then. I usually win more than I lose, but they outnumbered me this time. Anyway, I couldn't allow them bully a cute little thing like you around now could I?"

Sabrina blushed at the compliment, but before she could say anything, an RV pulled up in front of the school. It was fairly standard for an RV, but was definitely one of the larger models on the market. It was light tan in colour, with three horizontal stripes ringing the middle, one large, and two paper thin above and below that one. It was clearly old, the areas around the wheels beginning to rust and the paint chipping. Harry recognized it as Grandpa Max's Rust Bucket just as an old man wearing a white shirt covered by a red button up shirt with a floral design and blue pants stepped out.

"Harry, over here!" Max called, waving an arm.

"Well I gotta go, I'll see you around." Harry said as he saw Grandpa Max.

"Ah, yeah, Thanks again." She waved as he ran off.

"... I don't know why you didn't just make them make a mess in their pants." The cat in Sabrina's arms suddenly said in a deep male voice as Sabrina walked off back to her aunts.

"Shush you, remember cats _can't _talk. And just because I'm a witch doesn't mean I can just go around hexing people." Sabrina chastised, repeating what her aunts had told her very firmly. "No matter how much I want to." She grumbled quietly.

_**o0OoO0o**_

As Harry hopping into the Rust Bucket he couldn't help but ask, "Hay Grandpa Max, why are you here? I thought we were meeting up at home?"

"Oh I thought we could pick you up before we head off to the Camp Site." The older man said in his usual jovial tone.

"We?" Harry asked, wondering why he suddenly got a sinking feeling. He turned his head, only to see his cousin Gwen, a cousin that he couldn't get along with because of her mature bossy know-it-all attitude. She never had fun, and as far as he knew, she didn't have any friends either. Seeing her he blurted out, "What are you doing here?"

"Take it easy Dweeb, it wasn't my idea to be here." She scowled, "_S__omeone_," She turned her glare Granpa-ward as she said this, "convinced my mom it would be a good experience for me to come camping this summer."

"Please Grandpa, please tell me that you didn't!" Harry whined, not liking the idea of spending his summer with Gwen.

"I thought it would be fun if your cousin came along camping this summer." Max explained, then giving Harry an evil eye, he added, "Is that a problem Harry?"

"No Grandpa, it isn't," Harry said, knowing that there wasn't another answer _to_ give. "But can we at least stop by the house so I can get my things?"

"No problem Harry." Grandpa Max said, back to his cheery self.

Harry had some clothes and snacks he wanted to pick up, but also the money he'd saved up from doing chores for the family and neighbours over the school year for this summer - a few hundred dollars or so. The trip there was made in silence, neither of the children having anything to say to the other, and their grandfather was too engrossed in the radio show that was on to try and strike anything up. A brief stop at the Tennyson's and a precautionary bathroom break, they started their journey to the camp site they would be staying at that night.

When they left the Tennyson's Harry finally said with a sigh, "I can't believe it, I've waited all school year for this trip and now the queen of books and responsibility is along for the ride."

"Hey I've had my own plans for the summer too you know." Gwen snapped, not about to take this affront without defending herself. She pulled out a sheet of paper that had different coloured bars covering it. She went on to explain, "Each day is coloured coded so that I wouldn't do the same thing two days in a row. But now I'm with my _geekazoid_ of a cousin, camping for _three months_."

"Well at least I'm not a _freak_ who colour orders her day to make sure she doesn't do the same thing two in a row!" Harry exclaimed in disbelieve. "You're supposed to be a kid, we don't colour code our day, we just... do whatever. Who cares if you do the same thing twice if you enjoy it! No wonder no one wants to be around you, Freak!"

Gwen growled at the modicum of sense her cousin was spouting, "Doofus!" She yelled in frustration.

Harry growled right back, "Stuffy hag!"

And at that point any hint of maturity in their argument flew right out the window, because it dissolved into the children yelling insults at each other. Half of Harry's weren't even insults at all, along the lines of 'Rule abider!', while a good quarter of Gwen's left Harry staring blankly at her, having never heard of the word before.

Up front Max sighed as they finally stopped, settling for glaring at each other. "Something tells me that this is going to be a _long _summer."

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends the next chapter of Harry Tennyson, I hope you like it. Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Like it or not, I would like to hear what you think and what you would like to happen next.

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	3. Chapter 3 - Then There Were Ten - Part 2

_**Chapter Three!**_

_**Then There Were Ten - Part 2 (From Season 1 Episode 1)**_

_31st of May 2001:_

It was nightfall by the time the three Tennysons got to the Camp Site and got set up, it was eight o'clock when Harry and Gwen were around the camp table for dinner when Grandpa Max brought out a bowl of what looked like pasta, at least from afar. This illusion was quickly shattered when Max but the food onto the table, revealing that the 'pasta' was actually chalk white worms of some kind and were squirming around.

"What are those?!" Harry and Gwen cried in unison.

"Marinated Meal Worms!" Grandpa Max said with a smile on his face, "These are a delicacy in some countries."

"Yeah, third world countries too poor to mass produce _real_ food." Gwen lectured mechanically as she and Harry looked at the food in disgust, one of the worms falling out of the bowl with a wet slap and slithering across the table.

"If these don't sound good, I've got some smoked sheep's tongue in the fridge." Their Grandpa suggested, not believing these kids didn't like the idea of these foods.

"Eww, can't we have a burger or something instead Grandpa?" Harry asked, which Gwen agreed with, nodding along beside him.

"Nonsense!" Max insisted with a smile, "This summer it'll be an adventure for your taste buds. I'll get the tongue." He said before disappearing into the Rust Bucket.

Harry slid over next to Gwen, leaning in, "Okay I've got a few things in my bag that I was hoping to spread out of the summer. I've got two Lunchables, Crisps and some from other things that should last us for tonight, but we won't last long on my other stuff I've got in my bag alone," He said quietly, "what do you have?"

"Three rice cakes and some ancient hard candy my grandma keeps giving me." Gwen answered. Harry's face fell with a groan, and she was hard pressed to not do the same. Still, she felt the need to defend her preparedness level, "What? I wasn't expecting I would need to have anything. I assumed we would be eating normal food."

Harry dragged his hands down his face, "You're right, do you think we can spread these things over the summer?" Seeing the doubtful look from Gwen, he sighed again, "You right, looks like most of my money will be going into our food budget instead of games, gifts and other fun things." He silently made his way into the Rust Bucket and grabbed the Lunchables along with a small bag of Dorito Chips and some fizzy.

_**o0OoO0o**_

A few hours later found Harry playing his shiny new Game Boy Advance playing, from the unmistakable sounds of it at least, some kind of Mario game. Gwen, meanwhile, was sitting a few feet away with her back to him on her slightly beat up laptop, clacking away at something or other.

Max finished restocking the campfire when he saw Gwen and Harry's positions. Sighing, he suggested, "Who wants to roast marshmallows around the campfire?" His expression fell when neither of them answered, but he was persistent, "Okay then who wants to tell scary stories?"

"Scarier than spending the summer with your geek of a cousin?" Harry said with a laugh, still unhappy about the food that they ate, and spending time with a mood killer like Gwen.

Gwen countered without looking up from her laptop, "I wish I could, but I'm trying to looking up for a cure for extreme stupidity." She looked over her shoulder with a wide smirk, her voice perky, "Nothing yet Harry, but don't give up hope. _We can beat this_!"

"Come on you two, we're all in this together." Max mediated, "You two could mope around all summer or we can have some fun. What do you say?"

"I'm not moping, I'm perfectly happy doing what I'm doing." Gwen corrected. She gave a cry of alarm as her Laptop suddenly dimmed. Her eyes darted down to the bottom right, only to see a flashing light warning her that the battery life had dropped to 5 percent. "Stupid battery! You're supposed to last at least six hours, not twenty minutes!" She raged.

Harry snickered as he stood up, "I'm going for a walk, smell you around Gwen."

"Ahh, I think the two are growing closer already." Max said sagely as Harry walked off into the forest.

_**o0OoO0o**_

Harry was walking around the woods, unhappy about how the summer had started off. He thought it would be fun, but so far it was so far from what he'd hoped it would be, the main issue being his killjoy cousin Gwen. He knew he shouldn't be upset with her, she didn't pick to be here, but she was such a bore that he just acted before really thinking, if she only lighten up a bit he might be able to stand her. What also didn't help was the food, if he was by himself he might be fine with it, but with Gwen here the food he had on him for the summer would be used up within a week maybe a bit longer if they were lucky. He would need to dip into his funds before too much longer. He might not like Gwen's attitude but he wasn't about to let her starve, or worse, eat whatever abominations their Grandpa rolled out at dinner time.

So here he was in the woods trying to calm himself down before he headed back to the Rust Bucket for the night. Harry was looking up into the clear sky night when he saw what looked like a meteor falling to earth. "Wow, that's amazing," He breathed in awe, until the 'meteor' suddenly changed direction suddenly, instantly turning almost 180 degrees to jettison straight at Harry. "What the-"

He was interrupted by the meteor slamming into the ground barely ten feet from him. He was sent rolling backwards, but was miraculously unharmed. After picking himself up he ran over to the rim of the impact sight and peered down, only to see a misshapen ball made of what looked like metal "A satellite?" He guessed, leaning forward subconsciously. The added stress on the already damaged ground finally grew too much at the weight shift and the earth beneath his feet crumbled, sending him sliding down into the crater.

Since he was already there, Harry smiled widely in childish curiosity as he stepped closer to the still smoking object. The smoke blew away in a sudden breeze, revealing the metal ball had cracked open, revealing some kind of green wrist band. It almost looked like a watch, with a round dial on the top, but the wrist wrap was too thick, looking like it would take up at least a third of his forearm, "What's a… watch thing doing in space?" He wondered aloud. He couldn't feel anymore heat coming from the object, so he cautiously made to grab for it.

Only for the band of the 'watch' to open up and attach itself to his arm.

Having seen the movie Aliens Harry naturally freaked out, flailing his arm wildly and making a girlish shriek, "Getitoffgetitoffgetitoff!" He cried, trying to pry the thing off before it laid eggs in his… right, he began calming down, at least slightly. Just calm enough to remember he had a responsible adult nearby who he could run to for help.

_**o0OoO0o**_

_Back at the Rust Bucket:_

Grandpa Max was beginning to get worried about Harry, he'd been gone for a while now. "Hmm, Harry's been gone a while, I hope he is alright. At least he can't get into too much trouble out here." He voiced his thoughts.

"Unless he wound up bear food or something." Gwen said jokingly, only to duck her head as her grandpa turned a disbelieving glare her way. "What, I can dream can't I?"

"I wish you two would just get along you know." Max said with a sigh, "It'll be a long summer otherwise."

"Aliens will land before that happens Grandpa." Gwen joked again.

Max winced, _'I hope not, but at least having a common enemy would bring them together. I suppose it would let me start teaching them what they need to know sooner rather than later.'_

Gwen continued, unaware of his thought, "He's too immature Grandpa."

"If you give him a chance, you'll see that there's more to him then you know. He can be just as mature as you." He claimed, which drew a sceptical look from Gwen. "I know Harry might act foolish at times, and play pranks on people, but he's also smart and mature when he wants or needs to be. You need to understand something that I learned over the years; he sees childhood as an important thing that shouldn't be wasted. He believes until you have to, there's a time and a place to be mature, but only when you become a teen and slowly need to become mature. Until then you should have as much fun as you can."

"And why is that Grandpa?" Gwen asked, still sceptical but at least willing to listen.

"Because being too mature and serious can ruin a childhood," Max explained t Gwen. "In a way I can see where he's coming from, partly. Look at yourself for example, you're way too mature for your age. I don't like being this frank, but you don't have any friends, and most of your time is spend working on something. You're going to either burn yourself out or become just another soulless worker who can't stop to smell the roses. Harry was right before, planning out some things can be useful so you learn time management, but don't go crazy with it. Take life one day at a time while you still can, just enjoy yourself. Why do you think your parents agreed to you coming to this Camping Trip? They knew you needed to learn how to lighten up and, hopefully, make a few friends over the summer. They want to show you what you're missing out on."

The two lapsed into silence for several minutes, one worrying he'd been to critical with his granddaughter while the other was deep in thought. The latter didn't get to think on it too much yet though as she looked up to see smoke rising from the forest in the distance, "What's that?" She exclaimed, pointing to the smoke.

"Looks like a start of a forest fire." Max commented, tone filled with disappointment over the irresponsible person who could have started it. "We should let the Ranger Tower know. Probably some dumb fool messing around with something they shouldn't."

"Harry!" Gwen said suddenly.

"I don't think so," Max defended, "he knows better than to play with fire. It doesn't matter though, he's still in there and he could be in trouble. We need to find him." He grabbed two of the fire extinguishers he kept handy and handed one to Gwen. "Do you know how to use this?"

She nodded, wrapping her hand around the pump handle.

"Alright, let's go." The two ran into the woods to find Harry.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends the next chapter of Harry Tennyson, I hope you like it. Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Like it or not, I would like to hear what you think and what you would like to happen next.

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in.

This chapter is been updated a day or two sooner as I need your help, in the new chapter that I'm writing, I'm planning to add an OC alien and I need your help with it. I need a name for the race of clay like aliens that can change into anyone or anything, no matter the size and that. I also need a name for their planet too, so PLEASE help if you can.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	4. Chapter 4 - Then There Were Ten - Part 3

_**Author's Notes:**_ I got a few reviews saying that they didn't like it that Harry was acting like Ben did and not the Harry we know, now I might have gotten the wrong head of the stick, but why should Harry be the same as in the books? He had a different life style then in the books, and so would act more like Ben then how he is in the books - a normal ten year old who likes to have fun and play pranks. Don't worry, Harry'll slowly become different then Ben, just need to work out how.

_**Chapter Four!**_

_**Then There Were Ten - Part 3 (From Season 1 Episode 1)**_

_31st of May 2001 - Shortly before the fire:_

Because of the panicked state he was in Harry found himself lost within the woods. He ultimately decided to just stop running around and making it worse, sitting straight down on the ground. He took several long breaths of air before he returned to trying to get the strange watch off his arm, he even tried to use a twig, but he couldn't even get it beneath the watch and his skin because it was attached so tightly. Giving that up as a lost cause he once more tried to slide it off his arm. He hit one of the buttons on accident and with a quiet snap the dial popped up, displaying some kind of silhouette. "Cool..." Harry breathed, wondering what would happened if he pushed it back in, so he did just that.

To his shock his body began to change, growing taller, now at least six feet, maybe more, before he was quickly covered in dark brown rocks, which split with a hissing sound, glowing red line appearing at random on his new skin. His feet also morphed, the number of toes on his feet dropping down to three, two in front one on the back. In the middle of his chest was the symbol the watch, only it was black and white now.

Harry took one look at his body and freaked out, "AHH, I'm on fire, I'm on fire!" After almost a full minute of jumping up and down and slapping at himself to put the flames out the shock began to wear off and he realized something, "Hey, I'm on fire _and _I'm okay. _Smoking_…" Harry laughed at himself.

Caught up in the moment like any child would when they found out that they just gained super powers, Harry forgot that he was in the woods and wondered what he could do. The first similar hero that first came to mind was Johnny Storm from the Famous Four, which lead to wondering if he could shoot a fireball. "Let's see if I can do this..." Harry said slowly as he pointed his finger to a stuck out branch on a tree and willed a ball of fire from his finger.

To his surprised a come shaped ball of fire shot from his finger and blasted the branch clean off the tree in a small explosion. "Oh yeah, that's what I'm talking about!" Harry crowed happily. Trying something else he brought his hands together, focusing the same power he'd felt before to fuel the fireball he was met with more success as he charge up and fire another, larger ball of almost solid flames, this one blasting an entire tree down.

Unlike the branch though, the fireball was more than big enough to splash everywhere after the explosion, setting every tree with a ten foot radius ablaze, "Wait, stop! Oh no… on I'm so getting busted for this." He moaned. He tried to stamp out the fire, but it just made it worse. A creature made of molten rock should probably not be stomping on dried leaves, but Harry was starting to panic again and logic wasn't something he was capable of using.

"Oh man this would be so cool if it wasn't my fault, or I wasn't right in the middle of it!" It's not like it was hurting him, but who knows how long he would have this exoskeleton of solid lava, or whatever had happened.

Gwen suddenly burst into the clearing with the fire extinguisher, blindly but quickly putting out fire after fire as she looked for Harry. She wasn't really paying attention to what she sprayed, so without realizing it was a person shaped thing she sprayed Harry full in the face with the white water mixture.

"Hey, watch out!" Harry exclaimed, his fiery hair disappearing for just a few seconds before blazing back up with a 'fwoosh'ing sound. Harry noted to stay away from water, the spray from the extinguisher had stung pretty bad.

Gwen froze, turning to look at Harry. "AHHH!"

"Hey, I know I look weird at the moment but there's no reason to be scared! It's just me, Har -" Harry began, only to be forcibly cut off as Gwen hit him with the fire extinguisher again. Not the spray this time, the solid unforgiving metal part.

With a clang and a cry of pain he fell to the ground holding his face. Gwen wasn't done though and blasted him again with her weapon, dousing his entire body, at least for a few seconds before it lit back up again, "I don't know who or what you are, but if you know any better you'll stay where you are!"

"Gwen it's me Harry-" She sprayed him again. "AHH, will you stop that?!"

She scoffed, "Yeah, right, the Harry I know is a dweeb and human, not some kind of fire monster."

"Listen geek it's me." Harry growled, his 'hair' flaring a bit in his spiking anger.

"Harry? Is that really you?" Gwen asked in shock, starting to believe him, "What happened?"

Harry sat on an already charred section of ground as Gwen put out all the fires nearby to give them some room. Once they had an area cleared Harry began telling her what happened. By the time he finished Grandpa Max had found them, running into the clearing with a yell on his lips before he saw the two, "Gwen are you alright? What the blazes?" He sputtered, as if suddenly seeing Harry.

_'What's an adolescent Pyronite doing in the middle of a forest on earth?'_ Max wondered to himself.

"Hey Grandpa, guess who?" Gwen snickered.

"Hey Grandpa, it's me." Harry said with a wave.

"Harry is that you?" Max asked. He trailed off as he saw the symbol on Harry's chest._ 'It can't be, the Omnitrix? Did Azmuth finally make it? But why is it here on Earth?' _As he tried to work out how the Omnitrix had landed on earthhe asked, "Harry what happened?"

Harry began to explain when Gwen cut in, "Excuse me, but there's a massive forest fire getting out of control remember?"

"What should we do?" Harry asked.

"Backfire!" Max exclaimed, "Start a new fire and allow it to burn into the old one. They'll cancel each other out. Do you think you can do it Harry?"

"More fire?" Harry asked with a smirk, "I think I can do that." The group split up, Harry running deeper into the forest while Gwen and Max headed towards the Camp Site to get the Rust Bucket.

Half an hour later when the Park Ranger came along to check out the smoke he was met with the remains of a massive blaze, instead of the still burning woods he expected to see. He would never know how the fire started, nor how it was put out.

_**o0OoO0o**_

"Now you say that this space watch jumped up and attached itself on your waist?" Max asked about ten minutes after the second fire was started and they were back near the Rust Bucket.

"Yeah Grandpa," Harry said with a sigh, "it wasn't my fault either, I swear." He quickly added before he could get the blame for it.

"I believe you Harry." Max assured grandson, a bit upset they didn't have any further information.

"Do you think he'll stay a monster forever?" Gwen asked as she threw a marshmallow towards, who caught it with his mouth and ate it. "He is much cooler like this anyway, I don't want him back as doofus." She joked.

"Hey, I resent that." Harry replied flatly, having lost the desire to argue with her about it.

"He isn't a monster, but an alien." Their Grandpa answered distractedly. He turned to see them giving his curious looks and he realized his slip. "W-well look at him, what else could he be?"

"The watch did come from space, so it makes sense." Harry admitted, "I just hope I'm not stuck as a fire guy forever. How can I play for my little league teams this fall if I incinerate the ball or bat every time I touch them? Karate class would be fun though." He finished with a smirk.

"Don't worry Harry, we'll figure this out together." Grandpa Max reassured him. They all perked up as they heard a beeping sound. They looked at the source of the noise, only to see the white and black symbol on Harry's chest blinking red. The beeping went on for another ten seconds before, in a flash of red light, Harry was back to his regular self again.

"Cool, I'm me again!" Harry said happily.

"Shame, I liked you as the fire guy." Gwen deadpanned.

"I still can't get it off." He commented, ignoring Gwen as he tried to pull the watch off again.

"Harry you shouldn't fool around with it anymore, not until we know for sure what we're dealing with." Max cautioned. He didn't know what the affects would be by being in contact and using the Omnitrix, but he wouldn't risk his Grandson's safety just to find out. "Anyway, I think I'll go back to the crash site. There might be a clue or two as to what it is." He explained as he stood up to go to the site, hoping to find out why the Omnitrix was here on Earth and why.

He had no way of knowing there was no crash site left, just an even deeper crater as a drone blew the Omnitrix container to pieces, thanks to an alien robot sent to search and retrieve the Omnitrix, and destroy anything that gets in the way.

_**o0OoO0o**_

Ten minutes later found Harry found out how the watch and now was playing with it, trying to find out what it did, "I wonder what these aliens are?" Harry asked himself as spun the dial counter clockwise, the little round screen displaying ten different aliens. He heard a sound and turned to see Gwen's grinning face a few inches away from his.

"Caught'cha!" Gwen laughed as she made Harry jump.

"Jesus Gwen, be careful where you point all that ugly!" Harry snapped.

"I thought Grandpa said not to fool around with that thing?" She scolded.

"I know he did, but aren't you just a bit curios as to what this thing can do?"

"Can't say I am." Gwen lied easily. She wasn't about to let Harry be right, even if she did want to know what it could do. "Even if I was, I think we should wait for Grandpa to return before you do anything."

"And what can he do?" Harry asked, "He told us he was a plumber, what's a pipe repairman going to do about an alien transformy thing. Unless he magically knows loads about alien tech and he's never told us about it, we're just as qualified as he us for this."

Gwen scowled. She hated it when her cousin was right, and it was happening a lot lately.

Harry continued, "Anyway, I'm just looking at it. Check it out, I already got it all primed to transform me again. It gives me a preview of what I can be before I choose them. Look, one has four arms, one looks like it is some kind of fish alien, this one looks like some kind of dog or something..." He showed the dial to Gwen, spinning it to show her what he meant.

"I still don't like you playing with it." Gwen said, less worried now about breaking the rules but still stubborn.

"How else will we learn how to use it if we don't experiment with it?" Harry pointed out. In a more petulant tone he grinned and said, "And who says this isn't for me anyway?"

"And why would some alien life form send you anything?" Gwen asked in disbelieve.

"Dunno," Harry shrugged as the two walked over to sit I front of the camp fire. "But why else would it change course so suddenly the second I saw it and come after me?"

Once again Gwen couldn't deny that he had a point, momentum didn't work like that, so it had to be a specific feature from the pod that allowed it to change course. "But what if it _was_ an accident and you weren't meant to have it? What if it was sent to earth to keep it away from some bad guys?"

"If that's the case it's even _more_ important I find out how to work this." Harry argued, "It doesn't look like it's coming off any time soon, and if as you say it was sent to Earth to keep it away from the bad guys, they might come searching for it and find us. If that happens this could be the only thing keep me safe. And if I don't learn to control it, I could end up dead or something. I might not want to be a superhero, risking his life all the time, but I'm not going to just sit back and let people get hurt if I can help it."

Gwen growled without any real heat. She wasn't used to being outraged this much so rapidly. She thought back to what her Grandpa had said about her cousin being smart and mature when he wanted to be and found herself believing it. "So what did it feel going all alien like that?" She asked, changing the subject rather than admit defeat.

"To be honest at first it freaked me out." Harry recalled as he thought back at the transformation, "I didn't know what was going on, it was like it was me but at the same time it wasn't. It was a bit confusing for a bit." He thought about it for a few moments how much, although confusing, it was great feeling, been able what he could. "I think I'll give it one more try for the night." Harry said as he picked the dog like alien.

"I wouldn't." Gwen warned, worried what might happen.

"No duh, you wouldn't," Harry blew her off as he hit the dial button, in doing so he started to transform.

In a flash of green where Harry once stood a big, orange dog-like creature with no eyes or tail knelt. His teeth jaw had a slight underbite, leaving his bottom teeth to poke up beyond his lips. On his left shoulder was an armoured pauldron covering his shoulder and upper foreleg, upon which rested the white and black watch symbol.

"Eww, this thing looks uglier then you do normally." Gwen commented as she looked Harry over, "Wow put a flea collar on this thing." She jumped as the dog growled lightly, but she went back to examining it. She took a closer look at it's face, only to realize it truly didn't have eyes. She had thought that maybe the were hidden under his fur, but they really weren't there at all. "No eyes? What good is this thing?" Seeing that he had no eyes, Gwen smirked as she thought of a way to back at her cousin. She continued her examination, giving nothing away as she walked around behind him, silently picking up one of the sticks with a half charred marshmallow on it.

Harry felt weird, he couldn't see, but his other senses were stronger in this form, in fact every sound that he heard allowed him to 'see' thing around it. It reminded him of a bat's sonar, they were blind but yet they use they own sound to see. So when Gwen moved behind him he smiled and prepared to move. When Gwen swung the stick as his hind quarters he was easily able to leap away.

Gwen squawked as she lost her balance and fell on her but, "Okay then, not a total loser." She grumbled.

Harry landed in front of her and ended up breathing on her, which made her eyes water from the strength of the smell. He definitely had dog breath, but it was even worse because he was so big. "I'm buying you an entire crate of breath mints."

Harry whined, turning around and digging his claws into the dirt. With a few powerful swipes he ran into the woods, but not before throwing chunks of earth at Gwen.

With his enhanced hearing he could easily hear her calling after him, "Harry, get back here! Harry, I'm going to tell Grandpa that you turned into some kind freaky alien and went swinging into the woods when you were told not to!"

Back at the camp Gwen shook her head, brushing the dirt off herself. "This has been a majorly weird day." She sighed.

_**o0OoO0o**_

Harry was having all kinds of fun acting like Tarzan, jumping and swinging from tree to tree, but his fun was interrupted by the sizzling sound of what could only be a laser shooting past him. Harry immediately began dodging the shots that followed, using his sonar to avoid the blasts, twisting around them when he absolutely had to, but mostly sticking to the trees like some kind of monkey.

When he had a bit of breathing room her 'looked' at the source only to see some kind of small flying saucer with claws. Thinking as quickly as his brain currently could in his current form would allow, he came to the conclusion that he couldn't dodge the attacks forever, he would need to fight back. He hid himself, and just as the saucer passed beneath his hiding spot he jumped on top of it, claws digging into metal with only a little effort and insanely powerful jaws clamping over what was probably important components on the 'head' of the robot.

Unfortunately the robot was built tough, and despite wobbling heavily in the air, it continued flying, trying to shake him off. Harry hung on as it slammed into several trees and sped up and slowed down far faster than any human craft could. Harry's claws and teeth remained lodged in the metal though, keeping him firmly in place.

The badge on his shoulder began beeping, making Harry's jolt at the sudden sound. This turned out to be a good thing, because he ended up ripping the top off the saucer and falling off it just before it slammed into a hill and exploded.

Harry, human again, popped up from the pile of leaves he'd landed in with a shout of "YES!" in triumph, arms raised high. His victory was short lived though as another saucer appeared, ready to attack him.

He glanced down at the watch, only to find it was now a dull red, instead of a lit up green. "Ooh boy, that's not good..." Harry moaned as the death ray on the saucer in front of him began humming, a light forming in the barrel as the weapon charged up.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends the next chapter of Harry Tennyson, I hope you like it. Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Like it or not, I would like to hear what you think and what you would like to happen next. I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. So you know, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown sooner, or even later, than it did in Ben 10 canon let me know and I'll add it to the new timeline if it fits with my story.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	5. Chapter 5 - Then There Were Ten - Part 4

_**Author's Notes:**_ If you want a picture of the robot in this chapter look up the picture 'Ben10 Attack Robot Design' on Deviantart by Devilpig.

_**Chapter Five!**_

_**Then There Were Ten - Part 4 (From Season 1 Episode 1)**_

_31st of May 2001_

Just before the killer flying saucer could attack, a spade appeared swinging in a snappy arc that caused it to bury deep within the saucer. "Back off sparky, no flying tree trimmer is going to hurt my cousin." Gwen growled as she hit it a few more times to make sure that it was down and out for good.

"Never thought I would say this, but I'm glad to see you." Harry chuckled as the flying saucer sparked lightly.

"We might not get along, but I don't want you dead." Gwen replied truthfully as the flying saucer began to catch fire. Seeing the signs, the two were genre savvy enough to realize what was going to happen, so they took off as fast as they could back towards the Rust Bucket, just barely outrunning the explosion.

_**o0OoO0o**_

When they got back to the Rust Bucket they found their Grandpa had returned. When they told him what happened he was understandably upset, "I was worried you would become overconfident with that thing on your wrist. That's why I told you not to play around it until we know what it is."

"I understand Grandpa, and I'm sorry," Harry apologized, "but at least I found out how it works." He went on to explain what he'd learned.

Once he was done Gwen joked, "How about finding a way to stay as a cool alien and not turning back as a geekazoid."

"I wish I knew how to, that'd be awesome!" Harry gushed, eyes sparkling, completely ignoring Gwen's tone. He sobered as another thought occurred, "At least we know one thing, Gwen was at least partly right when she guessed bad guys were going to come after this thing. We know that someone or something is after this watch."

Max was worried, he knew a few powerful criminal aliens who would want to get their hands/claws onto the Omnitrix. "If this is the case, we better help you learn to control and master that watch and fast. Who knows who might be looking for it?"

And like a jinx they heard an S.O.S massage over the RV radio. "Mayday, Mayday! Somebody help us! You might not believed this, but we're been attacked by some kind of huge robot!"

"It sounds like those things that attacked me earlier!" Harry said worriedly. He looked at his watch as he said, "He must be looking for this watch. Those people are in trouble because of me..."

"It isn't your fault." Gwen snapped him out of his funk, "You didn't know this was going to happen, so don't blame yourself for something you had no control over."

Harry smiled, a bit happier about it, "Thanks Gwen, and I think this is one of the cases where I can help them?"

"You? What are you going to about it Tennyson?" Gwen asked worriedly.

Harry smiled as he looked his watch. He looked back up and smirked, "That robot seems to be looking for this watch, well I think we should give him what he's looking for..."

Both Gwen and Max smiled at this idea too, if Harry was able to transform into powerful aliens, one of them must be able to help with the robot. So the three Tennyson ran out of the Rust Bucket and headed toward the other Camp Site.

_**o0OoO0o**_

As they got to the edge of the Camp Site Harry pushed the button on the watch and turned the dial counter. He knew he couldn't use the fire guy, not with so many cars and camper vans about, it would make things worse than better. So he looked though it and saw one that might help, a diamond looking alien. Picking that one, he pushed the dial counter down carefully and transformed.

A flash of light later and he stood at an even seven feet tall, his body covered, or maybe outright made of, green crystal. On his back, Gwen and Max saw two large spikes, jutting from his shoulder blades, and when Harry turned around, two smaller one lower down his back.

"So, what do you think this guy can do?" Gwen asked as she Harry's new form.

"I don't know, but I bet it is going to be something cool!" Harry exclaimed with a wide smile as he flexed his hands, examining them and the tinkling glass sound he seemed to make with every movement.

They all rushed into the camp ground to see a huge robot stomping about. It had similarities to the saucers from before, but not very many. It stood as tall as a two story building on three sturdy looking legs. Its chest, neck, and lower body were all a single piece, shaped like a sharp point at the bottom and thickening towards the head, which sported a single visor with a red light that scanned back and forth. Its arms were proportioned to the rest of it, band had four claws on each hand, with a red cannon in its palms that fired blast after blast into the RVs and cars, "Looks like the papa bot this time." Harry said dryly, "Grandpa, you and Gwen help the campers and get them to safety, I'll get gear head's attention."

Sprinting forward Harry reached the tripod just as it picked up the Park Ranger. "If you want to pick on someone try me metal head!" Harry yelled to get its attention.

The robot turned to the new potential threat, only for its scanners to detect its goal on the new arrival's chest. The Park Ranger screamed briefly as he was dropped suddenly, but it didn't last long as he landed on a car after only dropping a few feet. With its attention now on Harry, it fired a laser blast straight at his chest, throwing him back into one of the RVs.

Harry groaned, but found that he was completely uninjured by the blast. Unfortunately, he was currently stuck inside a cage of twisted metal. _'I wish I had something to cut myself free with.'_ He mused, only to stare in surprise as his arms sharpened into blades.

With a boyish laugh of delight he effortlessly slashed his way free, the metal giving barely any resistance at all under his crystal arm blades.

He had to get serious again though as he saw the robot stomping his way. With a war cry he charged forward, one blade at the ready to slash while the other was kept in front of his for defence. It was useless though, because when he made to dive at it the robot jumped straight up in the way.

Harry looked up just in time to watch as the three legs began spinning like some kind of massive upside down helicopter.

"Ooh, that doesn't look good..." He muttered, just before the robot dropped like a rock towards him.

Meanwhile, as Harry was being smashed by the giant robot Max and Gwen were helping the people to get away from the fight between two titans. As they helped the campers they saw the Park Ranger drop from the car he'd landed on and ran over to help. "What the hell is going on here?" The terrified man cried.

"You wouldn't believe me if I even told you, now come on!" Gwen urged before she and her Grandpa ran off to help the other campers again.

As they left the Park Ranger looked over his shoulder, bewilderment clear on his face as he saw the crystal monster being thrown by the giant robot towards him. It was by luck that he moved out of the way as the crystal monster landed on his car, destroying it even further. The Park Ranger, now convinced he was way out of his league and over his shock enough to actually register this fact, took off running as fast as he could.

Not having any idea as to what other abilities his current form possessed Harry had keep on running, trying not to get hit by the laser beams from the robot. However, as he ducked the next laser attack the beam of energy hit the tree that Harry saw was about to run past.

A scream alerted him to the presence of Gwen underneath the falling tree and, without thinking, he threw himself over her. He just hope the spikes on his back didn't get stuck, and that his new form was strong enough to resist the weight. Once more his thoughts seemed to activate a change in him, and a massive wedge shaped crystal grew on his back. The weight of the falling tree and the sharpness of the blades made short work of the tree, splitting it straight down the middle, each half laying on either side of Gwen and Harry.

"We even?" Harry asked as he took a step back.

"Even." Gwen breathed, staring at the tree halves with wide eyes.

Before either of them could say another word Harry was grabbed by the robot by the arm, which it proceeded to try and pull off.

Harry grimaced as he felt the hairline fractures form on his shoulder, only to instantly seal up. He wished he could do something about it, but he was being held in a firm grip and couldn't move. Just like before, his body seemed to morph according to his thought and, after a short grinding of crystal on steel, the robot's hand exploded, revealing Harry's entire arm has transformed into a mass of spikes. It finally sunk in how he was able to shift his new body, and his brain immediately tried to think up ways to use this new information as he landed hard on the ground as the robot stumbled backwards.

It wasn't as distracted by its lost arms as he thought though, because with a flash of light, heat and sound he was thrown back into a nearby cabin with another laser blast.

"Harry!?" Max cried, having just seen the hit as he helped Gwen find an appropriate hiding spot.

He didn't have to worry though as Harry was able to get out of the burning building just fine, the fire not able to find purchase on his sleek crystalline form.

With a snap of his arms he willed his arms to become blades again, prepared to cut the robot apart. Before he could even get close though the robot raised its hand and fired another blast his way.

Reacting quickly and instinctively, Harry raised his arms defensively. His eyes widened as the beam split into two boozed smaller beams, flying in every direction as it hit his arms. He winced as one of the ricocheted lasers whizzed past his Grandpa and cousin.

Getting an idea from all this, Harry raised his voice, "That all you got, ya tin can?! Gonna have to do better than that to beat me!"

Whether the taunting worked or the robot simply computed that more power was needed wasn't certain, but with a loud sizzling sound and a few seconds of charging, a beam of orange energy poured from the tripod's palm. Unlike the previous shots, this was a continuous beam whose goal was to wear Harry's crystal body down until there was nothing but the Omnitrix left.

Harry smirked as his plan worked either way, and brought his hands together, forming a sort of dish shape with them. "What comes around, goes around!" Harry called. It was just large enough to stop the last, and the energy reflected off his hands, condensing into a pencil thin beam of blinding white energy that was sent back in the tripods direction.

Seeing as the speed of light was what it was, the tripod didn't manage record the actual blast that killed it for even a full second before it exploded, a red line of molten metal splitting it in a jagged vertical line from head to pointy bottom.

Seeing the defeat of the robot both Gwen and Max jump up and down in joy. "Way to go Ha-Diamond... headed... guy?!" Max trailed off lamely, realizing that people were looking at him and Gwen. He didn't want to reveal his grandson's identity, though it was a foregone conclusion if things like this kept up.

Harry felt like joining them, but since he was currently a thousand pound crystal creature he decided against looking like an idiot. Instead he decided to beat a hasty escape. Stealing a move from a comic book superhero character Iceman, he held a hand out in front of him and slid on the sheet of crystals he shot out of them. Before the Campers knew what was going on Harry was off, the trail behind him rapidly breaking down into dust that blew away in the wind.

As the campers were wondering amongst themselves over who had saved the Gwen and Max slipped out unnoticed.

_**o0OoO0o**_

It was early the next morning and Max and Gwen were up and picking up their Camp Site to leave for their next stop of trip: Washington. The night before the three of them talked about the day and the three aliens Harry could transform into before heading off to bed. Now it was morning and Max couldn't find Harry, "Gwen do you know where Harry is?" He asked.

"I don't know, haven't seen him since breakfast." She answered.

That was when they heard something like a racing car approaching rapidly. Before they could even turned their head something appeared, followed by a trail of just that caught up several seconds later. When the dust cloud cleared and they could see it again they saw something, clearly another alien, judging by the symbol on its chest, that looked like a semi-armoured Velociraptor with a helmet and a visor. It's tail had five blue stripes down it while the rest of his was either white or black.

"Harry?" Max asked just to be sure.

"Yep!" Harry returned as the visor slid up to reveal the aliens face, which turned out to be blue with green eyes and thin black lips, "Watch this Grandpa." The visor dropped and in another burst of speed unlike anything they'd seen before their Camp Site was cleaned and packed up within seconds.

"Pretty fast, huh?" Harry asked as he timed out and transformed into his human self, and said, "I think this is going to be the best summer ever.

"Absolutely Harry, just try not to break the sound barrier near the Rust Bucket, or us." Max said with a smile.

"Definitely going to be interesting if nothing else," Gwen shrugged, "So where have you been anyway?"

"Oh I had to sort out a few things before our holiday could start rolling." Harry said with a malicious grin on his reptilian face, climbing into the Rust Bucket, leaving the other two to wonder what he had done. Knowing that they weren't going to get any answers from Harry, they too got onto Rust Bucket and left for Washington.

Elsewhere:

What Grandpa Max and Gwen didn't know was that Harry went back to Bellwood to find J.T, Cash and Justin where he found them outside of Mr. Smoothy. Using the speed of his new alien form Harry hung the three from a branch by their underwear.

With a growl and a useless flail, Justin exclaimed, "Guys, what the hell happened?"

"I don't know, it all happened so fast!" J.T. whined.

"Can you guys get down either? It's starting to hurt up here." Justin asked.

More useless flailing followed his question. The three boys eventually had to resort to pathetically calling for help from the nearby kids, who began laughing at them.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Now after four parts, here ends the first episode of Ben 10 and ends the next chapter of Harry Tennyson, I hope that you have all liked the story so far and the small changes that I have made. Now the Tennysons are heading off to Washington, but what fun will happen before they get there?

Now that you have read this, I hope you'll spend a few more moments and review and let me know what you think of the story? Like it or not, I would like to hear what you think and what you would like to happen next. I would like ideas as to what you would like to see and I write something new as long I've got good ideas.

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. So you know, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown soon that it did in Ben 10 let me know and I'll add it if I is it fits with my story.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	6. Chapter 6 - Clay Attack - Part 1!

_**Author's Notes:**_ This'll be the first non-episode chapter of the story, I hope you like the new OC alien. To see Villgax's ship, follow this link: fc00 . deviantart fs70/i/2010/051/2/d/Ben_10_Vilgax_ship_design_by_D evilpig . jpg

_**Chapter Six!**_

_**Clay Attack - Part 1!**_

_Earth's Orbit:_

Within the Earth's Orbit, cloaked from any detection devices Earth was currently capable of drifted an enormous battle ship. The ship belonged to and housed the vicious Galactic Warlord known as Vilgax. He was encased within a healing tank, rebuilding his body. Vilgax was a Chimera Sui Generis, a green humanoid specie that possessed long tendrils like those of an octopus or squid on their heads.

To say that Vilgax was angry would be an understatement, in fact describing how he felt right now would be impossible, there was not a word in any known language strong enough. It began a few months back when he heard that Azmuth had finally finished making the Omnitrix, a device holding many powerful aliens within it. When he heard the news, he'd planned to steal the Omnitrix from Azmuth and copy the design to create an army of super shape shafting soldiers loyal to only to him. However, it wasn't to be. When he attacked Galvan Prime to get the Omnitrix, Azmuth escaped the planet with the Omnitrix.

Vilgax later found out that Azmuth didn't even have the Omnitrix, Azmuth had used the escape to cover the fact that Xylene, an Uxorite, had left the planet short before he attacked. He spent some time looking for her and the Omnitrix before he finally found her in the Milky Way System. There was a fight, during which he was able to destroy Xylene's ship, but not before she sent the Omnitrix to the planet Earth, and for her to destroy his command deck, in doing so destroying most of his left side, arm, part of his body and leg. His right side had been relatively lucky, only his leg taking any damage. Accordingly, he was in the healing tank having his body slowly been rebuilt.

As for the Omnitrix, he had sent one of his Gigantic Robot Drones down to Earth to get it, however, a few hours later the Drone went offline, meaning that it was destroy by somebody. Vilgax didn't know if that meant someone found the Omnitrix or the Plumbers fought and destroyed his Drone or both, but he found himself begrudgingly hoping for the latter. He needed someone with a brain to go down and find out what was going and to get the Omnitrix. And that meant Bounty Hunters to get.

He didn't like this approach, mercenaries were a gamble, as one never really knew how good they were unless they were exceptionally well know, though reputation came with its own set of flaws, not the least of which being a good reputation was easily bought. He'd decided on Gandrayda, an Arxilasapien from the planet Arxulon Prime. As an Arxilasapien he was a clay like being possessing the ability to transform into anyone or anything they like, which was why Gandrayda would be ideal for this task. He could go to Earth and blend in, searching for the Omnitrix without the Plumbers even noticing him.

A hulking humanoid mass of living clay wearing a collar walked onto the command deck, as requested. "Warlord Vilgax, you called for my services?" The humanoid blob of clay asked.

"Yes, Gandrayda, I did." Vilgax confirmed, "I have a job for you. I need you to go down to Earth and find the Omnitrix for me. You cannot be noticed, you'll need to transform to look like a human. I fear that the Plumbers might have it and I don't want them to know that I'm here yet. Not with how I am now…"

Gandrayda nodded, "I understand Warlord Vilgax, I shall go at once."

"Good, and if you do well I will free you from my services." Vilgax assured the creature, knowing this would make Gandrayda work harder to find the Omnitrix. The collar around his neck made sure Gandrayda stayed loyal to him, a shape shifter was useful in his line of work and enslaving Gandrayda had created an ideal asset to take advantage of the potential hole in his forces.

Gandrayda knew that this was most likely a lie, but the chance to be free from this Warlord wasn't something to sneeze at. He'd been forced to do things that no alien should be forced to do, things that changed him and not for the better. So to be free from Vilgax would be a dream come true. With a small bow he left, but not before giving a dutiful, "Thank you Warlord Vilgax, I won't fail you."

_**o0OoO0o**_

_1st of June 2001 - Back on Earth:_

_A five year old Harry and Gwen __Tennyson were at Harry's parent's house, celebrating their fifth birthday party with the family - they were going to have one with friends the next day. Everything was going fine, they ate, played games and now they were opening gifts. Things were coming along nicely, nothing out of the ordinary happened, that was until they came to the presents from their parents. Harry's mom and dad gave him a brand new dark green bike, while Gwen got a cute puppy she decided to name Zeus. They told her that she would need to help look after it and take it walkies when either her mommy or daddy were around._

_Harry and Gwen were so excited by their awesome presents that they began to glow, literally, with __happiness. Gwen was __glowing in pink, while Harry was glowing blue. It took all the adults had not to say anything, they knew what was going on with Harry, and at least suspected with Gwen, but the kids had no problem at saying thing, "Harry you're blue!" Gwen giggled at the sight._

_Harry looked down at his hands and saw what she meant before looking up at her, "Cool! And you're pink!"_

_Gwen giggled again as she saw herself, "I am!"_

"_What are you two talking about?" Grandpa Max asked, acting as if nothing was going on, "You two look normal to us, right guys?"_

_The rest of the group nodded at this, and said they didn't see anything out of the __ordinary, "Are you sure Mommy?" Gwen asked._

"_Yes dear we're sure." Gwen's mother agreed._

"_Mommy?" Harry asked._

"_No dear, we can't see anything."_

"_I know, why don't you two play upstairs with Gwen's new puppy?" Max suggested, "I think he'd like that." _

"_Okay Grandpa Max." The two kids said, disappointed that the adults couldn't see what they could, but the two of them went upstairs anyhow._

_As they climbed the stairs, Harry heard his dad say, "Looks like that Harry's powers are starting to show."_

"_I'm a bit shocked about my Gwen though, I wasn't expecting she would be a witch too." Gwen's mom added._

"_Well her Aunt Lily was -" that was all Harry heard from his Grandpa as the downstairs door closed._

_Now over the next few hours like a normal five year old, Harry and Gwen forgot about glowing as they played with the Puppy Zeus. The match of two five year olds and an excitable puppy was a good one and they played well into the evening before they were all too tired to do anything._

_**o0OoO0o**_

"Harry, wake up Harry." Harry heard Grandpa Max call out.

"W-What's going on? Where are we?" Harry asked confused, suddenly awake. It looked like they'd stopped at a motel in the middle of nowhere. _'That was a strange dream.'_ Harry thought,_ 'I certainly don't remember glowing, sounds like something I would remember.' _Ultimately he decided to shrug it off and concentrate on the present.

"Somethings wrong with the Rust Bucket, it was making some funny sounds so I thought we should stop here until I can look it over. Shouldn't take any more than a day to look over it and fix anything that might be wrong with her."

"What can we do until you have it fixed?" Harry asked, "There isn't much to do here, we're in the middle of nowhere."

Gwen wasn't all that bothered about it, she had her laptop with a solid connection of power she could use, but Harry was someone who had to do something to keep his mind active or he got bored, and a bored Harry wasn't always a good thing as this was a time where he thought up pranks and foolish things to do.

There was nothing Max could do right now though. "I'm sorry Harry, but they do have an outdoor swimming pool and a game room with some pool table inside." Max suggested, "It shouldn't be long before we're on the road again."

Harry sighed. His grandpa was doing the best he could and he wasn't to blame for the Rust Bucket was playing up. "Right then, if you need me I'll be at the pool taking a swim." before leaving his Grandpa and cousin.

As Harry left Max turned to Gwen and asked, "Could you go with him Gwen? I'm a bit worried at what he'll get up to, without supervision and nothing to do."

"Why are you worried Grandpa?" Gwen asked dismissively, "You said he's smart and mature and he's proven that to me."

"I also said he's mature when he wants to be, or needs to." Max pointed out, "But we both know how much allure there is in playing around with that watch. It's very tempting, and without something to take him mind off it he might just default to messing around with it."

"And how can I stop him?" Gwen asked, finally looking up from her computer as it sunk in she wasn't getting out of this, "The two of us don't get along, he might not listen to me."

"True," Max admitted, "but at the same time you might limit what Harry does and, should something happen, help him out so he doesn't do something more foolish. Please, for me Gwen?"

"Fine, I'll go, I want to have a swim anyway." Gwen sighed, saving what she was working on before powering down her laptop she left Grandpa Max to fix the Rust Bucket in peace. She took her laptop so she would have something to do later on.

_**o0OoO0o**_

Harry found himself in the motel pool wearing his swimming trunks relaxing at the edge, thinking to himself. His summer so far had certainly been thrilling, but he wasn't sure if it really counted as fun yet. The alien changing part was cool and fun, but fighting robots, eating awful food and spending time with a cousin that he couldn't stand made for a bad start to his summer vacation. He just hoped the summer would get better down the line.

He was about to kick off the wall of the pool into the water when he caught sight of Gwen entering the fenced in area wearing a blue two-piece bikini, with her laptop in hand, _'She looks cute.'_ Harry commented to himself as he saw her put her laptop down on a table. _'… Where did that thought came from?' _Harry thought to himself after a shocked pause. The two of them were cousins, not only was it was wrong to think such things about her, he was at an age where he should think that all girls had cooties and they were icky, but he didn't, and never really had, he realized after a moment of recollection. It didn't help that Gwen was an early bloomer as some would call it, and the bikini revealed the small budding breasts she now had.

"What are you doing here Gwen? I thought you were going on your laptop in the Rust Bucket?" Harry asked after shaking the thoughts away.

"I was going to Geekwad," Gwen huffed, "but I thought that seeing it was sunny and hot I would do some sun bathing and have a swim between my work on the laptop."

"Whatever." Was all Harry said as he started his swim.

So for the few hours Harry was swimming the lengths of the pool, when he wasn't doing that he was in the Games Room or sun bathing for a while. Gwen on the other hand was doing her sun bathing before going for a swim to cool off, before doing some work on her laptop, her schedule being more structured than Harry's mindless wandering.

A few hours later Harry was back in the pool while Gwen was sun bathing again. As they were doing this Grandpa Max came to the pool side and called out, "Kids, can I have a word with you for a minute?"

The two made their way over to him and took a seat. Their grandpa went on to explain, "I've found out what's wrong with the Rust Bucket, the exhaust rusted through and now has an hole in it and I need to go into town to get a new pipe for it. I've asked the Motel Manger, and he said he could take me into town after his shift is over, but I won't be back until morning, which means you two will have to stay here tonight. I've paid for a room for you two for the night."

"Can't we come with you?" Harry asked curiously. He was hoping to come with when Max mentioned going into town, since he was becoming bored with the activities available to him.

"Sorry Harry, but the Manger's car is tiny, I don't think you two could even fit in the back." Max explained, "I would have you two come with me otherwise."

"Alright Grandpa, can you pick up some batteries then? I need a pack of AA's." The black haired boy requested, unhappy but not without options.

"I can do that." Max accepted, already knowing Harry had needed some and planned to get a pack or two.

"No problem Grandpa." Gwen answered, more accepting, but still annoyed that she had to keep an eye on her cousin still, and now without the possibility of running to their grandfather if something went wrong to boot.

Gwen and Harry continued their activities in much the same fashion they had before until the Motel Manger had finished his hours and took Max to the nearest town to get the parts to fix the Rust Bucket, leaving Harry and Gwen to get along for the night.

Eventually it got too dark to keep swimming and the two migrated inside, room key in hand. They entered their dwelling for the evening only to see one tiny bed.

And so the glaring match began.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends the next chapter of Harry Tennyson, this one isn't canon so I hope you like the first _new_ work for this story. Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Like it or not, I would like to hear what you think and what you would like to happen next. And if you can come up with a better title for this chapter, please let me know…

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. So you know, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown soon that it did in Ben 10 let me know and I'll add it if I is it fits with my story.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	7. Chapter 7 - Clay Attack - Part 2!

_**Author's Notes:**_ Mostly exposition this chapter, but the action starts picking up next chapter so just be a little patient. Hopefully some of the stuff here explains some of the unexplained stuff they inconsistently used in the show.

_**Chapter Seven!**_

_**Clay Attack - Part 2!**_

It was a few hours after Max left for the nearest town to get the parts for the Rust Bucket and Harry was some distance from the Motel about to play with his watch when Gwen appeared with her bag. When she saw what Harry was about to do, she immediately jumped on the issue, "Harry, I thought Grandpa Max told you not to play around with that thing until he gets back."

"I know," Harry said, "but I'm bored, so I thought I could give a name to each of the aliens I've got on this watch."

"A name, what do you mean?" Gwen asked suddenly interested in what Harry was doing.

"Well, I just feel that we should give a name to each of them, so when I transform you have something to call me by in that form." Harry explained. "Using my name would probably be bad, especially if some government agent person hears and comes looking for me to find out how I can become an alien and see how I work - and that's not counting the ones who are looking for the watch or want to use it for their own gain."

Gwen could see the logic in that. It wouldn't work forever if the aliens had a way to track the watch, or if Harry grew famous enough and the watch timed out where everyone could see, but it should hold them long enough for her cousin to learn enough. With a sigh she accepted his point and asked, "Have you came up with any names for them?"

"Well I have for the first four that I changed into at least." Harry answered with a proud smile, "The fire guy I was thinking about Heatblast, since he can fire blasts of... well heat." He explained lamely. "Diamondhead, for the crystal alien I was using against that tripod. Can't take credit for that one though, Grandpa called me that back at the Camp Site. The dog is definitely Wildmutt. Lastly the speedy lizard alien I was thinking about XLR8, like accelerate, since he's fast, and has that really cool visor that gives me all kinds of tetchy readings."

"Not bad." Gwen admitted, "Have you decided on the names for the others yet?"

"Not yet, no." said Harry, "I was about to transform into them to see what they're like before I decided on what to call them. Though there's one on here that has two sets of arms, so I was thinking of just calling him Four Arms. There's an alien that looks a bit like a fish on here, from what I can tell from the silhouette at least, so I think I'll wait until we're near water just in case I can't breathe in the above water."

Gwen nodded, impressed he'd thought this through so much. The names were slightly childish, but just hearing them told someone what the alien did or something about them, so they worked just fine. It was kind of cute in seeing him thinking so hard about it, it didn't help that he had a good body too. _'Woah there girl, that's your cousin you're thinking about like that.' _Gwen thought with a full stop, mentally cursing hormones as she shook her head.

"Alright there Gwen?" Harry asked in concern.

"I'm fine, just not feeling too well at the moment." She lied, "Nothing to concern yourself with."

"Okay, but take it easy. If you feel any worse you should head back to the Motel. No need to give Grandpa the opportunity to break out his home brewed cures..." They both shuddered at the stuff their grandfather called medicine.

"Thanks for the warning Dweeb, but I'm fine." She joked "Anyway, would you mind too much if I took a few photos of you as you transform?"

"What this, the great upholder of the rules want me use the watch when she just told me that Grandpa said not to just to take some photos of me?"

"Oh shut it Doofus." Gwen snapped with a fake sneer as she pulled a camera from her bag along with a stopwatch, a pen and some paper, "I thought that if you were going to do this either way. It would be a good idea to record this and get what you can and can't do on paper. Who knows, it could be useful to know down the line some time and find weaknesses so we can deal with them before they appear."

"Not a bad idea Gwen, you're useful after all. Learning I have a weakness right in the middle of a fight doesn't sound good."

"Not really." She agreed, "So what alien are you going to try first?"

"I think I'll try the flying alien." Harry said, and then admitted sheepishly, "I always wondered what it would be able to fly like a bird and this is my chance." And so, he slapped down the raised dial on the watch.

However things didn't go as planned, instead of becoming the alien he wanted he transform into, he got the muscular alien he'd decided to call Four Arms. Once he transformed, Gwen started her stopwatch and looked at the alien she saw. From what Gwen could tell he was approximately twelve feet tall covered in well developed muscles, possessed two pairs of four-fingered arms, four yellow eyes and red skin. He also had a black stripes goes from the bridge of his nose to his neck. And a second black stripe leading from his chin to his lower lip. He was wearing dark green white t-shirt with a black line going down it, black pants and fingerless gloves. His feet were human in design but his toes, the two he had on each foot, were more like talons, the tips shining in the light, covered in some kind of hard material. The watch symbol was located on his upper left shoulder.

"This isn't the form I wanted..." Four Arms moaned, his voice far deeper than Harry's. He blinked as he moved, momentarily disoriented by the two new sets of eyes, but getting over it quickly as it didn't actually prove to be too different.

"Hmm..." Gwen hummed as she thought about it as she took a few photos of Four Arms.

"Do you have an idea Gwen?" Harry prompted.

"I could be wrong, but I think this happened because you slammed down on the watch too hard." Gwen lectured, her pen scribbling lines. "It's like when you hit your CD player, or bounce it too hard. If it gets jostled too much the song can sometimes skip forward or backward. It could be the same for the watch, hit it too hard and it'll jump to another alien that you don't want."

"So doing something like that during a fight could be dangerous, especially if I accidentally get that fish alien somewhere far away from water." Harry said thoughtfully. "That does make sense, I'll have to keep that in mind in the future. Now let's see what I'm able to do in this form." He finished excitedly.

Harry discovered that Four Arms possessed immense strength, far beyond what a being of his size would suggest, an amount that was already very high. After discovering this he immediately tried out his Kata, but was met with difficulty as his fighting style was obvious meant for two arms. Worst case scenario, he would just need to fight with two arms behind his back. Harry snickered as he made plans to use that as a taunt/bluff in the future.

He'd also left Gwen sputtering when he'd slammed all four arms on the ground and made shockwave of energy that split a tree in half. "Physics do not work like that!" She'd screeched, but dutifully took several pictures. She made a mental note to bring her video camera next time she did this to capture Harry in action.

"Alien." Harry reminded her with a smug look, as if the answer solved everything.

He went to clap his hands of dust, only to make a shockwave when he slapped them together too hard. He'd stumbled back, more in surprised than anything, and wound up tripping over a log.

He groaned as he heard Gwen's fancy camera clicking away as she rapidly snapped three pictures of him. Thankfully this embarrassment ended when the symbol on his shoulder flashed red and beeped.

Ten seconds later a human Harry was lying on his back, knees no longer bent over the log as he was much shorter than Four Arms. And the exact moment that Harry became a human again Gwen stopped, reset, and restarted the stopwatch, writing down the time the watch had briefly displayed.

As Harry got up and brushed himself off. "So what's with the stopwatch?" He asked.

"It's to time how long you can stay as an alien," Gwen explained, "and you were Four Arms for eleven minutes, by the way. Now I'm timing to see how long you'll have to wait until you can use the watch again."

"Ah, that would be useful to know..." He admitted. "So what weakness can you see about using Four Arms? Only ones I can think of are being in tight spaces, because it's really hard to move with any kind of grace in that form, and that I felt invincible, or just fearless I guess."

"Those sound like the only ones that seem apparent." She paused, "Wait, your mentality changes with the aliens?" She asked, having never heard him say anything about it.

Harry nodded, "Yeah. Four Arms is fearless, like I said before. Wildmutt is almost feral, takes a lot of work just to get past all the instincts the body comes with, as well as the scents and not being overpowered by them."

Gwen smirked, "That would explain why you always find the nearest food source and gorge yourself."

Her smirk faded as Harry winced, "Yeah, it's not very fun being Wildmutt when I smell something enticing like food. Instincts take over and I just get... swept away in it, I guess. Anyway, XLR8 is just fast. I think faster, react faster, and it tends to make it hard to make long term plans, because I'm more impatient and impulsive when I'm him. Diamondhead is... level headed? Can't really describe it, but it's like the opposite of Wildmutt, the form itself can't seem to feel emotions very strong, so things are kinda muted when it comes to emotional reactions. It works well when I need to stop and think up a plan, but I doubt I'll ever be flying off the handle with rage, grief, or happiness as Diamondhead."

Gwen, meanwhile, was furiously writing all this down. It was fascinating to hear. She hadn't even considered her cousin would be affected like this. It sounded like he doing more than just transforming, but actually morphing into a very real version of those aliens, just without any memories or pre-existing desires beyond what they instinctively needed, rather than just physically changing himself.

She was about to ask more, but the watch beeped and glowed. Gwen stopped her stopwatch, finding it was just shy of eighteen minutes, "Not too bad, but let's see if the time is always the same or it varies between aliens. Try that flying alien of yours."

"Yeah!" Harry exclaimed excitedly. Adjusting the dial to the right silhouette he brought his hand up to slam it down, only to freeze and instead slowly depress the dial with two fingers. In a flash of green light the alien he'd actually been going for stood.

He had bug-shaped body and four sharp lance tipped legs with two arms, whose hands were surprisingly human shaped with a black coloration, similar to fingerless gloves, and 3 clawed fingers. He lacked any kind of face, instead his head had four independently movable stalks with yellow eyes on the end sprouting from the side of it, and where his nose would be was instead the watch symbol, just above his mouth. He had four green wings on his back, deceptively fragile looking, very much like a dragon fly's.

"You smelled bad before, but now you smell even more awful." Gwen teased as she pressed the stopwatch, one hand holding her nose.

"Very funny Gwen." Harry replied, his voice strangely nasally for an alien that possessed no nose. Unlike Four Arms the two new eyes were actually disorienting because he could move all of them, looking in four different directions. It was a lot to take in, but he was adapting oddly quickly. _'Must be a feature of the watch,'_ he decided.

He quickly discovered that he was an exceptional flyer. He was as agile as a fly in mid-air, able to change directions at top speed, going from his fastest to a full stop on demand. He couldn't fight in the traditional human sense in this form, but he did learn accidentally when he sneezed that he could excrete high pressured streams of liquid from the pollen ducts located inside of his eye stalks and mouth. After some practice these liquids had a vast range of forms, from a flammable toxin to an immobilizing jelly.

He was actually pretty strong, despite what his insect body would suggest, which he demonstrated for Gwen first hand as he picked her squealing form up and flew her around for a while. He also found out that his tail was extremely sharp when it brushed a branch and took it clean off. A few minutes of getting the hang of it and it became apparent the spade tipped tail could slice cleanly through entire trees with little effort. Gwen theorized his tail might even be able to cut through steel too.

Once he timed out at fifteen minutes, Harry decided to call this form Stinkfly, for obvious reasons. As the watch recharged Gwen and Harry discussed the weaknesses of the form. Gwen pointed out the easiest one was the smell, it would make hiding from people much harder than his other forms, though she admitted the smell was so powerful it would be hard to track his exact location, rather than just narrowing it down to a general area. Another weakness she could think of was his wings, as they looked very fragile and that could be a problem if Harry wasn't careful. Other than that, they couldn't see a problem, but like Four Arms there could be more that they didn't know about.

Harry revealed that while he was Stinkfly he seemed fairly detached from things, more prone to random acts of mischief, as long as it amused him. He guessed it would be hard to focus on the task at hand if he ever needed to use Stinkfly in a situation where he wasn't in battle.

It was about an hour before Harry tried another alien, this one he called Grey Matter; though the watch recharged in approximately fourteen minutes. He was a grey-skinned, frog-like, bipedal alien, only four inches tall with large yellow-green eyes, the pupils of which were shaped like horizontal bars. He wore a dark green jumpsuit with a black stripe going down it. The watch symbol was on his back, like some kind of round backpack.

In this form they knew that his size was his main weakness, and likely wouldn't be handy in a direct fight. Although he was weak in battle in this form, his greatest became apparent as Harry's problem solving and analytical skills went through the roof, as well as his overall intelligence. His attention span seemed to be even shorter though, and as much as he tried to focus, his mind kept drifting to possible inventions he could make out of spare parts he'd seen recently. The little alien also seemed to possess gills, so they could safely bet he could breathe underwater if need be.

Harry lasted a solid twenty minutes in this form before he became human. Gwen filled this time taking pictures and then scribbling down the ideas Harry was spouting rapidly and randomly once she had documented his form.

The watch recharged in twelve and a half minutes this time. Once he could transform again, he became the new alien that Gwen named Ghostfreak. An apt name, considering it did look like a ghost, and possessed similar abilities. Ghostfreak looked like a wraith right out of a horror book, possessing clawed hands and grey skin. Black lines ran along his skin, and one really disturbing discovering later revealed that his single eye could move along the lines. The watch symbol was also peaking out of the cracks in the skin, right where his heart would be.

In this form Harry could hover, phase through the trees and become invisible. He also had a weak form of Telekinesis.

He felt like his current form was wrong though, like it was a cover for his true appearance. Gwen was interested, despite herself, and expressed interesting in seeing what he looked like for real. Harry, through some foreign instinct, knew his true appearance would drive her insane with fear just by looking at it, so Gwen hurriedly changed the subject.

They moved onto possession next, which, as Gwen was the only one around, she volunteered for. They were met with partial success. One of Harry's claws sank into her chest, causing her to shudder at the icy cold feeling, but he was rejected. He had the impression he could do it, but he just wasn't powerful enough.

This form only lasted ten minutes, a record low, and Harry noted that the form took a lot out of him, like something was fighting him, making every second a subtle struggle.

They moved onto discussing weaknesses, but they couldn't think of any. Harry made a wild guess that sunlight may not agree with him, as Gwen's camera flash had stung - though it was very bright and would have stung his eyes in human form anyway, so it wasn't a sure thing. She was forced to admit it seemed like logical weakness, going off what they knew.

An entire forty minutes later the watch finally recharged. "There's one more to go and we can call it a night. Looks like I can hold the alien forms for anywhere from ten to twenty minutes."

"Sounds about right, but we need to do some more testing to see if it is the same set of times for the aliens or a different set of time each time you become one." Gwen pointed out.

"Right. That would really suck though, especially if I timed out in a fight. Ghostfreak seemed to take the most out of both me and the watch, but if that was just random chance and it takes that long to recharge to only hold the form for that long for other aliens sometimes, I'll need to really hurry in my fights." Harry aired his thoughts out.

She nodded, "On the bright side the watch recharges on the same time-scale, ten to forty minutes. We'll need to do more tests to make sure."

"Okay here goes the last one." Harry announced. Once again he adjusted the dial to the right silhouette and brought his index and middle fingers down to push the raised dial down. The alien he became stood at about eight feet tall, and his front, apart for his head, was white, while the rest of him had a black exterior with glowing green stripes that resemble circuitry. His head had a green circle, which Gwen thought was an eye, and nothing else.

"Hmm, I wonder what this alien does?" Harry said as the green circle on his head flashing as he spoke.

Before Harry and Gwen could think about it, they heard from behind them, "Finally, I've found you, and for your information you're a Galvanic Mechamorph, a technological humanoid alien species that was accidentally created by the Galvans. They can merge with any technology, making them more powerful. They can't merge with organic creatures though, unless they're part mechanical."

Shocked to hear this, Harry and Gwen turned around to only to find a hulking humanoid mass of living clay wearing a collar, his left arm shaped to look like a medieval mace, which was raised threateningly.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends the next chapter of Harry Tennyson, this one isn't canon so I hope you like the first _new_ work for this story. Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Like it or not, I would like to hear what you think and what you would like to happen next. And if you can come up with a better title for this chapter, please let me know…

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. So you know, I'm planning to use a few aliens from Star Wars.

So you know, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown soon that it did in Ben 10 let me know and I'll add it if I is it fits with my story.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.

I meaning to let you reader know, but I've got a Yahoo Group up for mine and your stories to be posted on. I would prefer that it was Harry Potter stories to be posted there, but as long as the stories are will written I'll allow any stories to be posted on the site. You can find the site here: uk . groups . yahoo group/Dark_Harry_Stories/


	8. Chapter 8 - Clay Attack - Part 3!

**_Author's Notes:_** So you know, Upgrade is going to be more like the Blue Upgrade in Ben 10: Destroy All Aliens, as I never liked the Upgrade in the show and felt more could be done with it. Seeing the Blue Upgrade, I saw the Upgrade I would have liked to seen in the show.

A reminder to all of you, Harry was born in 1990 and NOT 1980, also Lily's and Petunia's father was Max, but Lily and Petunia were only half sisters. In the Harry Potter world, everything as be held back ten years.

Before I go any farther, I would like to point out that although Harry will be mature, he does have his moments of being what he actually is, that is to say a ten year old boy. As I said, he'll mature when he needs to be or when he wants to be, but the rest of the time he'll be immature like any other ten year old simply because life is more fun that way.

**_Chapter Eight!_**

**_Clay Attack - Part 3!_**

Shocked to hear this, Harry and Gwen turned around, only to find a hulking humanoid mass of living clay wearing a collar, his left arm shaped to look like a medieval mace, which was raised threateningly. "Now lad, hand over the Omnitrix, and I'll allow you to live." The clay creature said, "Refuse and things will get messy."

"The Omni-what?" Harry asked. Despite the situation Gwen's curiosity wasn't about to back down and she nodded along beside him.

"The Omnitrix," The sneered alien, not believing that these kids didn't know what the boy was wearing, "It's the thing that you're wearing that allows you to take the form of so many aliens."

"So that's what this is..." Harry said as he looked at the watch - Omnitrix symbol on his chest. He turned back to the alien, "As for giving it to you, I can't. It's stuck on me, and won't let go. And even if I could I wouldn't, you don't seem like a very nice guy." Harry snapped angrily. It seemed this alien came with its own side affects too; he was aggressive, angering easier. He certainly wasn't about to give the watch away, but he doubted he would have been this angry about it if he wasn't taking the form her was.

"So things will have to get messy then." The blob said before his mace arm crashed down onto Harry. "Good, at least this won't be completely boring."

However, all it did was it split Harry into half before reforming as the alien pulled his arm up, "Damn Mecha's, like fighting a puddle!" The alien said angrily.

Using the first offensive mechanical weapon that came to mind, his arm followed his thoughts and morphed into a Mega Buster straight out of Mega-Man, which whirred and hummed as a bar on the side of the cannon charged to full. "Now it's my turn." Harry said, who would have been grinning viciously if he had a mouth, before he fired a fully charged bolt of energy from the Buster. The alien's mouth and eyed widened in shock just before the blast hit, and with a series of wet splats he was blown into a hundred pieces, his collar clinking to the ground.

Harry had a distinct feeling the fight wasn't over, and according changed his body again. "Gwen get on, we're leaving."

"But H-"

"Gwen it isn't safe here, look over there." One of Harry's hands sprouted from the form he'd taken and pointed to his left. She followed his finger and saw the splattered clay reforming around the collar. "Now get on before whatever it is reforms and come after us."

"Why a Light Cycle?" She asked incredulously as she climbed on, blushing lightly as she realized she was laying flush against what was surely her cousins body. At least it was probably his back, so it was like a piggy back ride.

With a click a sliding window snapped into place over Gwen, and Harry's eye appeared in a screen in front of her. "Hey, it works doesn't it?" It flashed, mildly annoyed, a second before Gwen was pressed even further into the seat below her as they took off, a trail of glowing green light trailing a few feet behind them.

**_o0OoO0o_**

It took about three minutes of whizzing past trees at blurring speeds before Gwen just settled for staring at the screen in front of her and blocking out the outside world lest she start screaming and panicking. "What can we do now?" She asked, voice slightly shaky.

"Honestly?" Harry asked, "I don't know, by the looks of things he looks near impossible to defeat. I can blast him again, but he'll just reform."

Gwen hummed a bit as she thought, "It looked like the collar is its connection, you remember it reforming around it? Do you think it has something to do with that specific alien type?"

"Makes sense to me." Harry replied, making two perfect 90 degree turns to get around a large oak tree, making Gwen slightly green in the face. "I can feel some kind of technology in the collar, so it's a start. That could be what's keeping him together, so if can destroy that, we might be able to defeat him. The problem is, how?"

Gwen eyes widened, and not because they came inches from slamming into a fallen tree, "Can you use this alien to do something about it? That alien said that that this... Galvanic Mechamorph can merge with technology. Can you merge with the collar and short circuit it?"

"I don't think that's how it works. I mean, it's worth a try if we can't think of anything else, but... that clay alien said I would make tech more powerful. Upgrading it-hmm, Upgrade would be a good name for this form." Harry mused, getting off topic before his eyes shook back and forth on the screen, "Back to the matter at hand. If I used this form to merge with the collar, I don't know what would happen, I could just make him more powerful and harder to defeat."

Gwen nodded slowly; he was right, they had no idea what the collar actually did, so tampering with it, to either break it or ramp up its efficiency, was a bad idea.

She was broken out of her thoughts as Harry cursed and slammed on the breaks. She only heard the last two beeps of the Omnitrix timing out before she was rolling along the forest floor. Luckily neither of them was hurt, but when they finally stopped tumbling Gwen found herself sitting upright on her sprawled out cousin's waist, just a few inches above from-

Gwen lunged sideways as Harry sat up, groaning and rubbing his head. "I think I hit a rock." He moaned, before turning to his cousin. "Your face is red... oh God we didn't roll through Poison Ivy did we?!" He cried, itching furiously at himself.

He never saw Gwen get up until she grabbed his shoulder, hauling him to his feet. "No loser, we didn't hit any Poison Ivy - I think..." She finished quietly as she began walking them towards the motel she could see in the distance.

"...So, got any ideas?" Harry eventually asked.

"Honestly I don't-" Gwen interrupted herself suddenly as she remembered something, "Fire! You can use fire to defeat him."

"How?" Harry asked, a bit confused.

"He seems to be made of clay," Gwen started to explain, "and when clay is heated up it goes hard and unmovable. Like pottery, you mould the clay and put it in a kiln to bake and harden."

"So if I use Heatblast to heat him up..." Harry worked it out as he realized what Gwen was getting at, "I could make him solid, giving us a chance to destroy the collar and defeat him! Well, I guess having a know it all geek as a cousin comes in handy." He joked.

"And being stuck with a brainless idiot makes me feel like a super genius by comparison." She fired back without hesitation smugly.

Harry snorted, "Nice. Anyway, we'd better hurry. We have at least ten minutes before this thing recharged and it'll be easier to hide when we're not out on the open."

And so the two of them ran to the Motel, where they arrived at the reception area and found that the receptionist wasn't about. Picking up a key from the back wall, one of the ones that was labelled not in use, Harry and Gwen left for the empty room. Arriving quickly but quietly they found almost nothing in the room. The bed had no blankets, since no one had ordered the room, and everything was slightly dusty.

As they sat on the floor waiting for the Omnitrix to reset itself, Harry noticed Gwen was shivering. Unsure whether it was cold or fear, he nonetheless got up and sat beside her, wrapping an arm around her shoulders and giving her a one armed hug. "Are you alright Gwen?" He asked lowly.

"Yeah, just cold..." She said back, just as quietly. She must not have sounded very convincing, because Harry gave her a look. "Fine, I'm afraid. When the giant robot attacked us yesterday I knew we would be fine and you would defeat it. It wasn't very creative and Diamondhead was too tough to be hurt by his attacks, but this clay alien, I'm not too sure about, he's able to reform himself. If fire doesn't work, or if the collar isn't actually the focus of his abilities we may... die."

"Gwen," Harry said softly, "we may not like each other and we may never get along, but you have my word I would never let us die without a good fight." Harry assured her Gwen.

As she slowly rested her head on his shoulder, Harry dearly wished he was as confident as he sounded. He didn't know how to use most of the aliens at his disposal and there were just too many unknowns to feel truly assured in their plan. Regardless, he ignored the momentary truce between himself and his cousin for a few more moments as he slowly build up his courage.

He jumped light when his watch beeped, the calming green glow filling the room. Harry got up, holding a hand down for Gwen to take. She looked at his hand before looking back up at him, "You tell anyone about this and I'm throwing you out of the Rust Bucket while we're on the interstate." before she took his hand.

He hoisted her up, looking at her seriously. "Gwen this isn't some Saturday morning cartoon. We're _ten_, we shouldn't be in a life or death struggle like this. It's okay to be afraid, to have doubts and falter. We'll get through this and we'll get better." He said firmly.

She took a deep breath before releasing it slowly. "Alright, yeah, let's do this."

Harry lead the way, opening the door slowly and looking back and forth down the hall. "And if you meant about us snuggling like that, why would I tell anyone I willingly subjected myself to cooties like that? I probably need to shower. In acid." He said with a cheeky smirk.

Gwen, despite herself, felt a burst of normalcy return to the grim situation and felt a small smile forming. "Shut it dork."

What neither of them would admit to each other, themselves or to others, was that they enjoyed snuggling to each other; it felt right to them, as if they were meant to be together. It was confusing for them, so they didn't say anything about it.

**_o0OoO0o_**

"So, any ideas as to where we can find this clay alien?" Gwen asked in a whisper as she looked around the Motel area, seeing the guests returning to their rooms for the night, or taking a walk before they followed suit. "We don't know what this alien is capable of, he could become anything _or _anyone. How do we know he isn't one of these guests?"

"I know..." Harry shared her concerns as he scanned the area, "We'll just have to be careful. We may also want to go somewhere else. If a fight breaks out here people are going to get caught up in it."

They were about to leave towards the car park when the receptionist came up to them and said, "Where do you two think you're going? Your grandfather asked me to look out for you two."

"We were just checking on our RV and taking a walk before bed." Harry replied quickly.

"Fine, but don't be too long, it can get cold out here at night." The receptionist said.

"We won't." Gwen assured her before they headed towards the Rust Bucket. They made their way to the parking lot quickly and quietly, keeping their eyes peeled for anything strange or out of place.

It didn't take long to find the alien, or rather, it didn't take long for him to find them. They were still in the parking lot when Gwen jumped at Harry, pushing him out of the way as a spear of clay shot through the air where Harry used to be standing.

"Enough running!" The clay alien roared.

As the two preteens got up and turned to face where the attack came from to see their attacker; an elderly man with his right arm in the process of reforming. His angry scowl melted off his old face, with everything else along with it as he lost colour and definition, becoming the blob they'd seen in the forest.

**_TO BE CONTINUED! _**

**_Author's Notes:_** Here ends the next chapter of Harry Tennyson, this one isn't canon so I hope you like the first _new_ work for this story. Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Like it or not, I would like to hear what you think and what you would like to happen next. And if you can come up with a better title for this chapter, please let me know…

I'm after some ideas for the fight that is about to happen, which will have two clay shape-shifters fighting each other before clay Vs fire. So ideas for the fight please, anything can go…

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. So you know, I'm planning to use a few aliens from Star Wars.

So you know, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown soon that it did in Ben 10 let me know and I'll add it if I is it fits with my story.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	9. Chapter 9 - Clay Attack - Part 4!

_**Author's Notes:**_ I want to thank my Beta Reader, Slicerness, for helping with the fight scene as I'm awful at writing them. If you think you can do better, please let me know and I'll use you next time.

_**Chapter Nine!**_

_**Clay Attack - Part 4!**_

As the two preteens got up and turned to face where the attack came from to see their attacker; an elderly man with his right arm in the process of reforming. His angry scowl melted off his old face, with everything else along with it as he lost colour and definition, becoming the blob they'd seen in the forest.

"Now I'll ask once again, hand over the Omnitrix or things will get messy." The alien growled as he returned to his original form.

"Why do you want it so badly?" Harry asked, trying to fish for information he could potentially use. "You've got the ability to alter and change your body to anything, so why do you want this Omny-thingy."

"I don't care about your little trinket, but my boss, Warlord Vilgax, wants it." He explained, "Now hand it over!"

Upon hearing that a Warlord wanted the Omnitrix, both Harry and Gwen knew it was a bad idea to hand it over to him. So Harry shook his head in the negative, "Sorry, can't allow this thing to fall into the hands of a mad man who wants to us it for war, even if I could remove it."

"Sorry to hear that, I guess you'll have to die." The clay monster said indifferently. As Harry was about to hit the Omnitrix the alien's arm reached out and grabbed hold of it. "I don't think so human, the Omnitrix isn't going to-AH!" He pulled back his arm to reveal and chunk was missing, which quickly refilled.

A voice came from the Omnitrix, which was glowing yellow. "Scanning DNA…"

"What's going on here?" The alien demanded.

"How the hell should I know?" Harry demanded, "I only got it yesterday, so I don't know what's going on any more than you do."

Before anyone else could say anything the Omnitrix went green again before the dial popped up, the modulated voice once more appearing, "DNA scan completed! Sample accepted and successfully implanted into archive. Species: _Arxilasapien_, is now available for use."

Harry looked at the dial and saw a very familiar silhouette. "Now that's new..." He commented with a raised eyebrow, "Let's see what I can do with this!" was the final thing he said before he pushed the dial down, not giving the alien another chance to block him from the Omnitrix.

Harry's form was almost identical to the other clay alien, but he was smaller, thinner, and the Omnitrix symbol was where his neck would be. "I think I'll call this form Clayface." Harry said with a smirk, turning to face the other Axilasapien, "Let's see what you can do facing one of your own kind!"

"Please, do you really think you can defeat me because you have my form now?" The alien sneered, "I am Gandrayda, an Arxilasapien Warrior from the planet Arxulon Prime. If you, human, think you have an idea what my race can do, think again." He threw his arm out in a backhand, throwing spikes of clay towards Harry.

What Gandrayda didn't take in account was that Harry had already transformed into an alien with shape shifting powers, and had a good idea how they worked. With a thought Harry's form collapsed into a puddle, causing the hardened spikes to sail harmlessly over him, where they continued until they buried themselves in someone's car.

As the spikes passed over him Harry's grinning head popped back up from within the puddle, followed by shoulder, arms, a torso, and eventually legs, "I think I've got a decent idea what your people can do, thanks. Now, do you want to continue and see where things end up, or can we be civil and we leave things as they are?"

Gandrayda was shocked that a human could use his people's abilities so easily so quickly when he had no previous experience. But that didn't mean that the human could outdo him, he was the finest of his people and he would _not_ be beaten by some adolescent human. "You just got lucky human," Gandrayda said angrily, "I'll show you what a _real _Axilasapien can do."

Gandrayda's body hardened, becoming armour that covered his form covered in spikes and blades. Harry's transformation was simpler, his right arm becoming a spikes mace like the one his foe had used when he first appeared, while his left hand morphed into a kite shield. The shield turned out of be a good decision, because it effortlessly blocked the spear Gandrayda launched towards him. Harry's right arm swung around and slammed into the other clay monster's chest, cracking his chest piece and throwing him back. Taking advantage of the momentary lull in the battle he turned back to Gwen, "Gwen, run and hide!"

The orange haired girl didn't hesitate to run away, diving behind one of the farthest cars in the lot; far enough away to be out of trouble, hopefully, but close enough to assist if the watch unexpectedly times out and her cousin needed a distraction.

Since Harry's attention was on his cousin he didn't see Gandrayda swing his arm wide, using momentum to assist his fist, shaped like the head of a sledge hammer, and break clean through his shield in a spray of hardened clay bits. Harry hurled himself backwards to evade the back swing, and groaned as he stood up and saw his arm reforming. "That hurt." He said unnecessarily.

Before he could do anything Gandrayda sent thousands of arrows at him. "I'm impressed, you may know how to use our powers, but you don't know how to fight as an Axilasapien." The warrior sneered at Harry as he split himself into two, making a copy of himself. Neither hesitated to attack and began to beat on Harry with spikes, blades and whatever else they could come up with. Their attacks weren't complimentary towards each other, but the lack of teamwork didn't really matter in the face of sheer quantity.

A furious and deadly game of rock paper scissors began as Harry defended against the spikes with a quickly formed hylian shield, countered the blades with his own, and became liquid to evade the bludgeoning attacks, throwing his own hurried attacks their way at every chance he given to him and making as many walls as possible to give him enough breathing room to stay alive and one step ahead of them.

It took a total of five minutes, which felt far longer in combat, for Harry to really realize that he was outmatched and needed to retreat. His chance came a few moments later when both of them went for an overhead hammer strike. The two rectangles of hardened clay slammed down on his hastily formed clay dome.

The two Gandraydas gave a shout of triumph as the dome shattered like glass, but made noises of confusion as they bulled their hammers back to reveal nothing.

Unseen by either of them a puddle quickly slithered away from under the van next to the dome towards Gwen. The preteen girl would have shrieked as she was smothered from behind by a massive blob of clay, if it weren't for Harry covering her mouth as he pulled her behind the SUV she'd taken cover behind.

Gwen panicked, but calmed down as the thing grabbing her shrank down and let go of her. She turned to see her cousin peaking over through the SUV windows at the two clay aliens, who reformed and started flipping cars over to find him. At first she thought he'd changed back into a human because the watch timed out, but the lack of red flash, Omnitrix on his wrist, and the addition of the symbol on his chest suggested otherwise.

"Let's get out of here before he finds us..." He whispered to her as he took her hand and dragged her from the car park.

_**o0OoO0o**_

A short while later the two of them were back in the empty room that they were hiding in earlier, Gwen still having the key on her. Once inside the room, the Omnitrix flashed red and beeped and Harry returned to his human self, which, since he was already in human form, wasn't very much of a change at all and he didn't even break stride. What did cause him to stumble was Gwen punching his arm, "What were you thinking you stupid Doofus? You almost got yourself killed because you couldn't stick to the plan!"

"I thought I could use its own skills against him-" Harry tried to explain himself.

"Idiot!" Gwen snapped at him, "You used an alien that you had no idea if you could even use, against an alien that you were becoming who obviously knew far more than you likely ever will. We may not be geniuses, but we had a solid plan, we could have won." Gwen sighed and calmed herself down as it became apparent she was just repeating herself; this was getting them nowhere. "Harry there's a saying, _there is a tool for every job_, and for this that new alien you used wasn't the right tool, Heatblast was."

"Sorry Gwen, I thought-" He said slowly, looking down.

"I understand what you thought Harry." Gwen said softly, "And I'll admit your line of thought even makes sense, but like you said, we may not like each other and we may never get along, but I don't want you to die on me. So please be careful." She added sadly as she hugged him.

"I'm sorry Gwen," Harry replied softly, his arms raising to hug her back. "I'll keep to the plan now."

"Thank you," Gwen said with a smile before she asked, "So how did your mentality or mood change as Clayface?"

Harry immediately turned red and pushed her away, "I-I don't want to talk about it," he said quietly, "All I'll say is that multitasking is really easy."

In truth, Clayface had a sort of calm about him that made it very easy to multitask, even in combat. The problems started appearing when he'd been fleeing with Gwen. His eyes had locked on her backside and refused to leave, his fingers had transformed into tentacles seemingly of their own volition before he forcibly changed them back to normal and the less said about the things that went through his mind the better.

The Omnitrix beeped, thankfully, before Gwen could build up to a full on interrogation, and glowed a ready green. Looking up at Gwen Harry slapped a slightly forced smile on his face and got up. Placing a hand on the door he turned back to tell her, "Okay, let's try this again, and this time I'll stick to the plan. Stay here, I'm sure we both know how crazy a full on battle involving Heatblast is going to get."

"Alright, just be careful." Gwen said with a hint of warmth before she joked, "I don't want to explain to Grandpa that you were killed because you were being a Doofus."

Harry just smiled as he left the room to find the Axilasapien.

_**o0OoO0o**_

When Harry left the room and made his way outside he saw that the parking lot was in ruins, most of the cars and RVs were turned over and on fire. Harry was grateful the Rust Bucket had been pulled into the employee parking area so it was untouched. He scanned the area for other humans and, thankfully, only found a portion of the hotel guests peaking out of their windows or doors. Some had the courage to shout for him to stay away, or get back inside, but he ignored them.

Or rather, didn't get a chance to ignore them as a puddle of clay slithered out from behind a tree right in front of him and hopped on him. It rolled out of sight, which was fortunate because in an explosion of flames Harry was set free, now the living magma monster named Heatblast.

"A Pyronite!?" Gandrayda cried out in shock, and a hint of fear. The Pyronites and Axilasapiens were at one time at war with each other a long time ago, for reasons he didn't know personally, but what he did know was that the Pyronites almost wiped them out. The Pyronites were one of the few races that could defeat them with little effort. It was only because of a treaty that the war stopped, but the Axilasapiens feared ever facing one, just in case they decided to finish them off.

Although he was in shock at seeing a Pyronite in the flesh, he was able to raise a hardened and reinforced clay wall to block a fireball that was aimed at him. He refused to give up. While very difficult and dangerous, it was possible for an Axilasapiens to fight and defeat a Pyronite. He mostly chose to forgo defence in favour of overwhelming offensive, launching attack after attack with an almost desperate urgency.

Heatblast was on the defensive, needing to block the barrage of spikes, spears, arrows, knives and even just regular jagged hunks of hardened clay lest he get skewered. He knew he needed to act fast before Gandrayda decided to split into two and he would have to face two, maybe even more, so he sent his own barrage of quickly launched but no less dangerous balls of fire at the Axilasapien to hopefully cause his opponent to switch to the defensive for even just a few second

It worked as well as could be expected on a race that was apparently very good at multitasking and Harry took a clay knight to the right forearm, but he pushed past the pain and, when most of the constantly shifting clay alien's attention was on defending against the spheres of heat he charged and fired a cone of pure white flames at the enslaved alien.

Gandrayda was hit full force by the powerful attack and his entire body began to lighten, slowly becoming stiff and cracking in places as the heat was raised.

Upon seeing Gandrayda was now as hard as rock, Harry didn't hesitate just in case he hadn't fully stopped him and the Axilasapien was able to recover from the attack. He quickly grabbed the collar and yanked it off, mindless that he'd just 'decapitated' his opponent. He threw the ring of metal onto the ground and brought his arms together at the wrist to force a wave of pure heat at his target. The air itself wavered and the grass was instantly black in a ten foot radius, which widened a few more feet as Harry poured more energy, as much as he could, into the heat wave. It progressed to the point that the trees were started to turn yellow and even smoulder around him before he was finally met with success; the collar began to beep and crack before eventually melting.

Once the collar was no more Harry fell back onto the ground and began to pant from the energy he'd used. It was more than he'd ever used at once before, but it was worth it. The Omnitrix flashed red and timed out. Back to human form, Harry was too busy panting for breath that he didn't hear the should of clay cracking, or see the hardened clay darken a little bit at a time until Gandrayda was fully recovered, his body malleable once more.

Once Gandrayda was able to move again he saw that the human was no longer a Pyronite but had returned to his weak base form, weakened and with his already puny defences lowered. This seemed to be the right time to finish the human off, but he froze as he suddenly felt something, or rather the lack of something, and looked down to see... nothing. The collar that Warlord Vilgax had put on him so long ago was gone. He was finally free from the Warlord, free to pay the tyrant back for what he did to him, for changing him into what he was now, a cold hearted killer who barely had any honour and killed without mercy. It was this same rekindled honour that made him stay his hand and spare the human. The human had, judging by the damage to the environment, been specifically targeting his collar instead of finishing him off.

He felt a responsibility to warn the lower being about the threat the warlord presented, so he said aloud, "Human!" The boy opposite him whirled around, raising to his feet. His form was ready despite him clearly running on empty, displaying an admirable level of willpower, but was ultimately pointless; the fight was over. "At ease Human, I do not want to fight you anymore, not today at least."

"Then what do you want?" Harry asked, ready to make a run for it as the Omnitrix hadn't reset itself yet.

"To thank you and to warn you." Gandrayda said simply. Using the surprised silence he continued, "I want to thank you for freeing me, that collar you destroyed was forcing me to serve Warlord Vilgax against my will, forcing me to become something I wasn't. So for that I thank you, and for that I reward you by letting you live, be warned though, the next time we meet I'll finish what I started today." Harry breathed a sigh of relief as the clay warrior turned to leave. He really wasn't up to fighting anymore.

"As for my warning," Gandrayda spoke up again over his shoulder, "just be cautious and ready for attacks in the future, you should know that Vilgax won't give up until he's got the Omnitrix in his hands. He'll keep sending whatever he can until he gets what he wants, so be careful. Until we meet again, human." The freed Axilasapien transformed into a giant bird and flew away from there.

Harry breathed another sigh of relief as Gandrayda left, but was worried about what he had said. He would need to be careful from now on. But he would worry about later on, for now he had to get back to Gwen and make sure she was alright.

_**o0OoO0o**_

_2nd of June 2001:_

It was late afternoon and Harry and Gwen were watching their Grandpa finishing up fixing up the Rust Bucket. He had returned that morning as people were beginning to clean up the miss from the 'monster' attack from the night before. When asked what happened, they told him the story that was going around the motel, but later told the truth in a more private setting where they wouldn't be overheard. When they did, Harry thought he saw shock and fear in his Grandfather's eyes, as if he knew of the names said in his story. But the look on his face quickly passed as fast as it appeared. Harry convinced himself he was seeing things and let it go, but a little suspicion was forming in the back of his mind.

Now though it was late afternoon, and Grandpa Max had just finished fixing the Rust Bucket. "So kids, do you want to spend another night here or head off to Washington now? We can get there in a few hours." He claimed as he wiped the oil from his hands with an old shirt he'd started using as an oil rag.

Harry and Gwen both looked at each other, both thinking about what happened the night before and turned back to look at him, crying in unison, "Washington now!" And so the three Tennysons got into the Rust Bucket and left for Washington. Not knowing that their next adventure was only just around the corner.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ So after another four parts, here ends the Clay Attack of Harry Tennyson, once again this one isn't canon so I hope you like the first _new_ work for this story. And once again they are heading to Washington, will they get there when the planned or will something happen to stop them getting there, keep reading to find out. Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Like it or not, I would like to hear what you think and what you would like to happen next. And if you can come up with a better title for this chapter, please let me know…

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. So you know, I'm planning to use a few aliens from Star Wars.

So you know, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown soon that it did in Ben 10 let me know and I'll add it if I is it fits with my story.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	10. Chapter 10 - Camp Fear - Part 1!

_**Chapter Ten!**_

_**Camp Fear - Part 1 (From Season 2 Episode 7)**_

It wasn't long after they left the motel that the heavens opened up and lightning, thunder and rain began to fall. Max had to drive slowly than he already was. The problem was that he was taking the mountain pass, assuming it would be faster than the main roads and the highways, with people going on holiday. It didn't help that Harry and Gwen were fighting with each other once again, this time over their birthdays and what they were going to do about it since they shared the same birthday. Since they were on the road trip their options were limited, so they were fighting over what to do.

"Kids, be quiet back there I'm trying to drive." Max told them, "You two have shared your birthday for ten years now, one more won't kill you." He tried to keep his eyes on the road as the weather worsened. The two preteens fighting with each other wasn't helping. "And your birthdays have already been sorted out."

"What do you mean Grandpa?" Harry asked as he removed his shoe and began scratching his foot once again, an act he'd been doing off and on since that morning.

"Yours parents wanted to spend the day together on your birthday." Max explained, leaving out the long talk the parents had planned for the two cousins that was a long time coming. "So we'll be meeting up on your birthday to celebrate. Oh, here Harry, for your feet, it might help you." He added as he threw Harry a bottle. "If it's what I think it is, that powder can get rid of it. It gets rid of all kind of fungal infections."

Harry caught the bottle and read the label, "_Athlete's Foot Powder..._ hey, if it'll stop itching I'll try anything." As he said this he shook some of it onto his feet and into his shoes. His itching was gone almost instantly, to his surprise and elation, which gave him a chance to move on to his Grandpa's other announcement. He would have liked to have spent his birthday playing laser tag, or paintball, but spending it with family was just as good. "I don't know about you Gwen, but I don't mind sharing if we have a big family get together." He said with a relieved groan as he put his shoe back on.

She hummed in agreement, eyes glued to her laptop as her fingers rapidly tapped the keys and slashed across the mouse pad.

With that sorted out Gwen went back to her laptop while Harry grabbed his Gameboy and played his newest game, Sumo Slammers. Now that the two had stopped arguing Max could get back to driving in peace, something he needed seeing how bad the weather was. It was a good thing too, because as they passed around another gentle curve a kid in sports gear appeared out of nowhere and cried out, "They're coming, help me!"

Max slammed on the breaks, an act that made the Rust Bucket slide across the road and miss the kid. It helped that the kid also dove out of the way, but this ended up being a mistake as he slid over the cliff and barely managed to catch himself on a branch to stop himself from falling.

With the Rust Bucket stopped Harry jumped out of the RV and, seeing what was up, decides to use Stinkfly, as it would be the right tool for the job, remembering what Gwen told him the night before. After he transformed, he flow over and caught the boy just as he lost his grip and started to fall.

No good deed goes unpunished though, and when he landed the other boy took one look at Harry and shrieked like a girl before passing out. Harry sighed, "Should have seen that coming…"

"Come on, let's get him into the Rust Bucket and out of this rain." Max instructed as he picked up the boy and took him into the RV. Harry waited until he timed out before entering the Rust Bucket again. He was glad he'd transformed right before saving the other boy, because his wings became so wet he couldn't fly with them in under a minute of standing outside.

_**o0OoO0o**_

"How is he?" Harry asked as he climbed into the RV.

"Just a few scrapes and bruises. He'll be okay," His Grandpa explained, "but he's out cold."

"So do you know who the kid is?" Harry wondered.

"His name is Gilbert." Gwen supplied.

"How do you know that?" He asked incredulously.

"You can call it a woman's intuition." Gwen said with a smug smirk.

"Or she knows it because she saw the name tag." Max said with a chuckled as he moved the towel to reveal the name on the boy's light green shirt.

"Grandpa, you're no fun," She pouted at her Grandpa, "I was going to tease him a bit longer. Anyway, by the logo on his shirt he must go to Camp Opinicon."

"How do you know that?" Harry asked.

"My parents were thinking of sending me there before they decided I was better off going with Grandpa." Gwen shrugged

Harry waited until Max was looking over the boy more closely before he leaned in and whispered, "Considering the food Grandpa is giving us I can't tell which was the better decision; larvae for lunch or whatever mysterious event that caused that kid to run from camp."

Gwen only nodded before Grandpa Max said, "I saw a sign not far back for the camp, it isn't far and they should have a Nurse there to help him."

"She might even be able to help with this gross looking rash of his." Harry added, pointing towards the rash peeking out from the boy's short sleeved shirt, not willing to touch it just in case it was spread by skin contact.

"Looks more like some kind of fungus to me." Gwen said thoughtfully.

"Either way the camp Nurse should be able to help, so let's get there quickly." Max said as he went to the front and started up the engine.

_**o0OoO0o**_

It was about ten minutes later and they got to Camp Opinicon and ran into the hut marked by the sign marking it as the camp infirmary. Confirming no one was there they moved on to the mess hall, only to find it abandoned with food and chairs all over the place. "What happened here, it looks like this place was abandoned," Harry said as he looked around, "and quickly by the looks of it."

"Yeap, definitely abandoned." Gwen said as she crossed her arms.

"They got out of here in a hurry too." Max pointed out as he waved a hand over the food to check for heat. "The food is still warm."

There was a flash of lightning and the lights went out. Max pulled out one of his flashlights and pointed at Gwen to see if she was okay. She scowled back at him for being shined in the face with the light, so the older man moved on to search for Harry, only to find him inhaling the spaghetti dinner they found on the table."What? It's late and I'm hungry." Harry said defensively.

Max shook his head and gave Harry his spare flashlight, "You and Gwen can have this one to share."

Before anything more was said, they heard a sound from behind some doors. They looked at each other before deciding to check it out. The three of them went through the doors to find themselves in the kitchen. Once again they found no one inside, just an empty room with pots and pans still steaming.

Harry waved the flashlight back and forth to scan the room when he suddenly caught sight of a strange glowing set of eyes. He yelped, jumping back in fright and surprise, dropping the flashlight on accident. The cylinder of light giving plastic and metal rolled across the floor until it stopped, illuminating two small kids, a boy and girl, looking about eight years old, hiding in a closet. The kids, seeing as they were caught, hesitantly stepped out of the closet with a shaky, "Is it safe to come out now?"

"Are you two okay?" Max asked gently.

"For…" Began the boy.

"…Now." The girl finished morosely.

"What happened, where did everyone go?" Max questioned.

"We were in here getting something extra to eat…" The girl explained.

"…When we heard something outside, but…" The boy added hesitantly.

"…But we were too scared to come out and so we hid."

"I'm Andy by the way," The boy said.

"And I'm Mandy." The other sibling revealed.

They put their arms around each other and said together in a seemingly rehearsed routine, "We're twins." That's when the lightning happened again, and the two jumped and ran and hid behind Max for protection.

"Where's the Camp Nurse?" Grandpa Max asked kindly.

"Don't know, gone…" Andy whispered.

"…With the others…" Mandy said sadly.

Max frowned at this, wondering what happened here and went to try the nearby phone. "Phone's down." He said as he picked it up and heard complete silence. "Looks like the storm took down the land lines." He moved on to check his cell phone, only to be met with similar results, "No cell phone reception either. Let's get back to Gilbert and we'll drive back to town and call the police to find out what's going on around here."

The rain had picked up, and the hurried journey back to the Rust Bucket soaked all of them. Max retrieved as many towels as he could find, only to find three one them. Tossing a towel at each pair of siblings he apologized, "Sorry, looks like we only have three clean towels. Looks like we need to do some laundry." He explained.

"Thanks." The four said in unison as they accepted the towels.

Andy and Mandy immediately huddled together, wrapping the towel around them for warmth, having gotten quite cold huddled in the closet.

Harry dried his hair quickly, having shorter hair, before handing it to Gwen, who did the same, taking a bit longer due to her longer hair. Once that was done they looked at each other for a few seconds before they followed the twin's example and huddled together, blushing as they wrapped their arms around each other.

That drama finished just in time for Max to come back into the Rust Bucket, having checked the engine to see why it wasn't starting. "Ah, looks like the engine is covered in some kind of strange fungus." He told the kids, rubbing the back of his head. "Looks like we'll be bunking down here for a while."

As the group of five left the RV, as it wasn't big enough for all five of them and the sleeping cabins where they'd placed Gilbert weren't too far away, they didn't know they were being watched by a group of sinister figures, slanted mouths filled with pointed teeth open and hissing at the intruders.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends Camp Fear arc Harry Tennyson, this one is canon but is brought forward with small changes to it. Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Positive or negative, I would like to hear what you think and what you would like to see happen next. Also, if you have any suggestions for a better title, please let me know.

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. I'm planning to use a few aliens from Star Wars.

If it's not obvious already, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown sooner than it did in Ben 10 let me know and I'll add it if I is it fits with my timeline.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	11. Chapter 11 - Camp Fear - Part 2!

_**Chapter Eleven!**_

_**Camp Fear - Part 2 (From Season 2 Episode 7)**_

As they entered one of the sleeping cabins Max placed Gilbert onto the lower bunk bed and began checking him over to make sure he was still okay. While he was doing this Harry powdered his feet again with more of the athletes powder he'd been keeping in his pocket. Mandy popped up next to him and noticed what he was doing, "Athlete's Foot…"

"…Everyone gets it here." Andy nodded, shuffling his feet as they began to itch in remembrance of his own common outbreaks of the foot fungus.

Once Max was sure that Gilbert was fine he stood up and announced, "You kids stay put and keep an eye on Gilbert, I'll go to the kitchen and see if I can't rustle up something to eat."

"Grandpa, rustling up a meal?" A fearful Gwen said as she realized what kind of food he like to eat.

"Now that's a scary thought..." Harry agreed.

"There must be a care package somewhere!" Gwen said in a hurry.

"I'll go to the Rust Bucket and see what food I have left..." Harry sighed at the loss his stash was taking. He wasn't happy that he would be sharing more of his food with three other people, but he wasn't about to leave them to suffer through Grandpa Max's food. No one deserved that kind of punishment.

With a mad dash there and back Harry returned with the last of his chips, drinks, and some other bits and pieces he had left from the Rust Bucket. He would need to buy some more when they got to the next pitstop with any kind of grocery store. When he got back to the cabin he found that Gwen was able to find some cookies from under the bed that Gilbert was sleeping on.

In the middle of their meal Gilbert sprang up, wide eyed, and screamed, "They're here, all around us!"

"Who's here?" Gwen asked, only to be interrupted by a scream outside.

"That sounded like Grandpa." Harry blurted, genuinely surprised something had happened to their seemingly infallible grandfather, a feeling that quickly gave way to fear and worry for his safety.

Before he could leave Gilbert tickled him to the ground, "Don't go out there, they'll find you!"

"Don't worry, I've got animal instinct." Harry said with a smirk, repressing the urge to shove the pudgy boy off of him. His declaration left the confused kids confused, but Gwen knew what he was talking about and gave him a supportive look as he opened the door and sprinted outside once more.

Once he was sure the door was closed and he was out of sight Harry clicked the dial of the Omnitrix to the right form, Wildmutt, and pressed it down. In a flash of light his footsteps grew louder as another pair of feet joined the first.

_**o0OoO0o**_

As Wildmutt Harry followed his grandpa's scent to a nearby dig site. The whole place was covered with fungus, strange plants and huge mushroom like trees around it. Harry had to wonder what was going on as he cautiously approached. As he got to the dig site he spotted what he thought was huge blue roots, which lead towards a hole. Inching over to 'look' into the hole he pushed a rock into the hole, which lit up better than his human vision would have allowed, giving him a brief look at everything. Unfortunately 'everything' was so far down he couldn't see the end of it.

So distracted by peering into the earth he never detected the roots behind him raising up before they lashed out and grabbed him, pulling him down into the hole.

Struggling without much success, Harry suddenly perked up as he saw his Grandpa, but before he could do anything the blue roots dragged him away. Filled with a burst of energy Harry ripped and claws at the vines, freeing himself before he took off after Max.

He barely made it ten feet before the watch began beeping. "Damn it, not now!" Harry said angrily as he became human again and slid to a stop. "Grandpa, where are you?!" He called into the tunnel.

Harry froze and looked around as he heard a low growl. He thought he was seeing things at first as the red mushroom a little taller than him began opening green eyes, but knew better when they started raising themselves out of the ground on stubby legs, their slanted mouths filled with sharp teeth.

Knowing he was outmatched he ran, only for a strange bulb to burst out of the ground in front of him, halting his progress. He grunted as one of the red mushroom tackled him, the rest piling on top of him. This turned out to be a blessing for him, because they were so busy trying to hop onto the pile to restrain him they never saw him squirm out from under the pile and make a run for it, the only mushrooms that knew he escaped her stuck at the bottom of the pile.

Quickly finding an exit and climbing up and out, Harry saw the bulldozer from before and an idea came to mind.

Unfortunately after climbing into the Bulldozer his plan hit a road block as he looked at the controls and had no idea how to even start the thing. It was after turning and hitting a few button that he got it started somehow, and with another blessing of pure luck managed to find the right lever to make it move forward. The vine and mushrooms were pushed back into the hole, but it barely lasted a few seconds before the vines burst out of the hole again and began wrapping themselves around the piece of machinery. Harry was able to quickly jump out of the bulldozer before the vines got too tight around him. He didn't look back and began running back to camp.

His running got significantly faster as, with a groan of metal, the vines picked up the bulldozer and threw it at him. He was lucky he'd already entered the tree line, because even with the trees blocking it the massive yellow vehicle still almost squashed him.

_**o0OoO0o**_

He barged into the cabin and Gwen, the twins and Gilbert looked up as Harry he slammed the door behind him, before slumping back against it, panting hard. "You won't... believe what I found!" He panted.

Gwen was quick to correct him though, "Killer mushrooms, yeah we know, they turned the camp upside down before heading into the woods."

"They were here?! Is everyone alright?" Harry blurted. He calmed as they told him they were fine, the mushrooms didn't get into their cabin. He shook his head free of his first thoughts, the mushrooms were everywhere, they didn't beat him back, they were just already here. "They've got Grandpa." He said grimly.

Gilbert started freaking out, "They must be a dormant species that came back to life when the camp started digging! The hubris of man has caused our downfall! We're all doomed! We need to get out of here!" He squealed.

Harry blinked in surprised, about to interrupt, as Gwen slapped the chubby boy. "We're not going anywhere without finding our Grandpa."

"That's right." Harry agreed firmly, only to catch sight of Gilbert's arm; the fungi on his arm had spread down from his bicep, and was turning greyish like the mushrooms from earlier. Harry then realized that Gilbert wasn't telling them everything, so he glared at him demanded, "What aren't you telling us Gilbert's, what are you hiding?"

"I don't know what you mean..." A panicked Gilbert said.

"Yeah Harry, what are you talking about?" Gwen asked her cousin in confusion.

"Look at his arm," Harry pointed out, "the fungus is spreading. Now I know I'm no expert, I don't think that should be doing that, and it is the same colour as the mushrooms that I faced. So, Gilbert, _what aren't you telling us_?"

Upon realizing this, Gwen and the twins quickly moved away from Gilbert.

"I-I'm becoming one of those things out there." Gilbert explained fearfully, "I don't know how or why, but when they began digging at the dig site a few days ago, spores shot out of the ground and the workers were covered in them. And when the fungus appeared, they went to the Camp Nurse to get some anti-fungus powder. I don't know what happened, it could be when the Camp Nurse treated them, she caught something and it spread to others she treated and went on from there. Whatever the case, the workers began to change into those mushrooms monsters and slowly everyone else began to change too. Just before you arrived everyone else changed all at once."

"So you're telling us that all those Living Mushroom are humans?" Gwen asked in shock.

"No, not all of them, I don't think?" Gilbert admitted, "Before the workers began to change, at night I saw those mushrooms appear around the dig site moving about, spreading the spores around."

"So what about you and the twins?" Harry asked.

"We thought we were immune to it, we didn't get the fungi." He explained, "But when one the mushrooms touched me I got the fungus mark. T-There were others too, who seemed to be immune, but they were dragged away by the mushrooms, I don't know what happened to them, if they were turned or not. I don't know if the twins are really immune or not though, only time will tell, and if they are I don't know what'll happen. I didn't say anything because I wanted to get away from it all."

Both Gwen and Harry looked worried, but one thing was certain, Harry wasn't going to give up without a fight, "Okay, we'll deal with this later, for now we need to get Grandpa and then we deal with this problem next." He said as Gwen and the twins followed, a few moments later they were followed by a frightened Gilbert.

"What do you think they're after?" Harry questioned Gwen.

"I have no idea!" Gwen admitted "But I took an advanced Herbology Class last year and I think they're trying to-"

She was interrupted by a massive grey stalk with a white bulb at the top tore itself out of the ground.

"Spread..." She finished, looking at the stalk in horror, and then they began to run as more and more of the bulbs burst from the ground.

"And I think they're trying to transform humans as well to boost their numbers easily." Gwen added as they froze in place.

"And those who don't transform?" asked Harry, "You don't think they want us as planet food do you?"

"It's possible." Gwen admitted as she paled at the thought.

"That looks like a dandelion before it dried out and throws all its seeds around." Harry pointed out as more and more bulbs joined the others, splitting the ground. When they finally stopped there wasn't ten square feet of ground left undisturbed in the entire camp.

"Because that's exactly what they are Harry. I bet when these things open they're going to spread spores as far as the wind can take them." Gwen said, imagining the process in her head. "But it won't stop there though." She went on to explain.

"Your friend is right." Gilbert said sadly, "The spores will repeat the process in every spot they land until every part of the globe they can grow is covered in fungus and everyone is turned into Living Mushrooms or whatever else these spores can turn people into."

Harry grabbed the shell shocked Gwen's wrist to get her attention. He held up the Omnitrix to show its green face. "I'm going to go XLR8 and chop these things down, and then I'm going to search for Grandpa."

While the other three kids looked at them in confusion, Gwen shook her head. "It won't work Harry. You can chop as many of these down as you want, but not only do you risk them opening early, they'll also just grow back. You need to take out it's mycelium."

Harry looked at her blankly. He turned to look at the stalks for several long moments before turning back to her. "And what part is that?" He asked flatly.

It was Gilbert who answered. "It's brain."

"Mushrooms have brains?" Harry asked incredulously.

"Not the same way we do." Gwen answered. "There _is_ a brain at work in all this." She explained, "I don't know if these things are aliens or what, but the mushrooms are too organized, they don't seem to be talking to each other but they still share information somehow, so try and find white veins and follow them back to the source. It sounds crazy but I think they have some kind of hive mind core that's sending messages to them." She said hesitantly.

"Like the Thorian from Mass Effect?" Harry replied, not doubting her for a second as the signs certainly pointed that way. And it would be awesome if such a creature really did exist. Horrifying, but awesome.

Gwen paused as she tried to remember her brief stint playing the game. "...Yeah, that would fit." Then hesitantly she added, "Listen Harry, I want to come with you, he's my Grandpa too you know."

"I know that that Gwen, but you have to stay here." Harry told her softly, "I've got the Omnitrix to help and protect me. You also need to help protect the twins, Gilbert could turn at any time and they'll need you."

As much as she hated to admit, Gwen knew he was right, so she sighed and said, "Just be careful, okay?"

Harry hesitated before he gave her a quick hug. Pulling back he nodded, "I'll be careful. Stay safe until I get back, who knows when those red mushrooms will come back."

She looked around, "I'm sure we'll find something to defend ourselves with. Go, quickly. Who knows how much longer these pods are going to take before they mature."

Harry just nodded before running off so he could transform into XLR8 and find their Grandpa.

Once Harry left, Andy asked, "Will your friend be alright…"

"…Against those mushroom creatures?" Mandy finished.

"If it was anyone else, I would say I don't know." Gwen said, "But my cousin will be fine. He'll find a way to stop this. Now let's find somewhere to hide." She instructed as she ushered them away, looking over we shoulder to watch her cousin duck into the tree line, followed by a flash of green light.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends the second part of Camp Fear arc of Harry Tennyson, as I said before this one is canon but is brought forward. In this chapter I altered some bits from the show that weren't explained, like what happened to the Campers and the adults there. I hope you like what I came up with.

Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Positive or negative, I would like to hear what you think and what you would like to see happen next.

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. I'm planning to use a few aliens from Star Wars.

If it's not obvious already, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown sooner than it did in Ben 10 let me know and I'll add it if I is it fits with my timeline.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	12. Chapter 12 - Camp Fear - Part 3!

_**Author's Notes:**_ Before we start with the story, I would like to point out a few things from the reviews and PM's that I got. The first is Mass Effect, it was pointed out that it didn't come out until 2007. I didn't know that, my beta reader put it in, so like a few times that I used something that wasn't in the same timeline, think that it was set in that timeline.

The second is about Harry's magic, I've already shown that he can do something in a form of a dream, and he'll have another show of magic in Kevin 11 where things will begin to change for Harry. The reason he hadn't shown much so far is because he had a good childhood and got what he wanted, so his magic wouldn't show that much. Both Harry and Gwen will be going to Hogwarts for at least two years.

As for the harem, I've got a few ideas who'll be in it, but it'll be some time before it happen and last for the lemons. The first will happen shortly after Kevin 11.

_**Chapter Twelve!**_

_**Camp Fear - Part 3 (From Season 2 Episode 7)**_

Arriving at the dig site XLR8 immediately noticed the increase in strange foliage. "This doesn't look good..." Harry muttered, he knew that he would need to act quickly before the world would become like this all over. So, acting with the haste needed for the situation, he hopped down the hole and shot ahead deeper into the earth in search of his Grandfather and the white veins Gwen had told him too look out for.

The blue vines and mushrooms appeared, but the vines were easily minced by his speedy claws and the mushrooms had no hope of catching him as he sped past and around them.

_**o0OoO0o**_

Meanwhile, back at camp, Gwen and the others had reached the Archery Range. There they hid behind one of targets, but they weren't there for any longer than thirty seconds before Gilbert broke the silence with his fearful, overly loud voice. "I think that if we can get to Dinning Hall we can barricade ourselves in the kitchen and hopefully keep those things out."

"And what can we defend ourselves with if they get in, a spatula?" A panicked Andy whispered.

"Oh we're so dead meat..." Mandy moaned quietly, "I hate it, hate it here…" Just as she was saying this a huge mushroom tree appeared out of the ground and lifted the twins up. Before Gilbert could move to help them a mouth appeared at the top of the mushroom and swallowed them whole.

Thankfully Gwen spotted a bow and some arrows nearby. With a speedy grab she snatched the recurve bow and pulled back the arrow. Taking careful aim she loosed the arrow, which buried itself to the notch into the tree size growth. Luck was on her side and she must have hit something vital, because the mushroom deflated and collapsed. The twins, shaking but okay, scrambled out of its open mouth with Gilberts help. Before anything could be said more mushroom like trees started to appear and Gilbert yelled out, "Move it!" prompting the four to run.

They ran until they blocked by a rock climbing wall. They turned around to see the red mushrooms marching towards them in a mob. "We need to get to higher ground." Gwen said urgently, thinking that they could use the climbing wall.

"But the rock climbing wall is only for the older campers." Mandy protested.

"Call me crazy, but right now I think some camp rules are meant to be broken!" Gwen exclaimed as she saw the mob getting closer. The other quickly agreed and began to climb, taking Gwen's lead as she expertly grabbed each handhold and used the footholds to raise herself. As they got the top Gwen said, "We need to keep moving." Not sure if the mushroom could climb or not.

A quick check revealed a zip-line, which Gwen quickly made sure was prepared for use. She turned to see the twins arguing over who would use the first pulley. Gwen, not in the mood for their sudden fighting snapped at them. "Zip it you two! It doesn't matter who uses it first, there's enough for all of us."

Under her instructions Mandy took the first pulley, Andy taking the second, Gilbert the third and she finally took the last.

Halfway down the line Gwen felt the wire start to shake and bounce. She turned back to see the red mushrooms has climbed the wall somehow and were chewing on the line. She barely had time to yelp as the line was suddenly cut clean through. The four kids screamed as they fell, only to land on one of the mushroom trees. They rolled off of it, landing on another, and another, before they finally hit the ground.

Picking themselves up the ground shook as more red mushrooms surrounded them, sprouting from the ground. The twins took action, each grabbing one of the older two and dragging them quickly through the only opening in the mushroom's circle into a shed of some kind.

They slammed the shed door closed behind them, as if to close it even more securely, and found themselves in the camp's sports equipment storage shed. Andy turned on his twin and accused, "We wouldn't be here now if you didn't make us hide in the kitchen!"

"Me!? It was your idea in the first place!" Mandy argued.

"Well…" Andy sputtered, remembering just a few seconds too late it was his idea. "W-Well you didn't have to listen to me." He fired back lamely.

"Will you to stop it!" Gwen yelled, "Listen you two this isn't the time to argue, we need to stick together. Not to mention, if you didn't hide in the kitchen you could have been turned into fertilizer."

This made the twins look at each other and pale as they realized that Gwen was right. "Sorry." They both said to each other at the same time.

"Now that that's settled, pick something. We'll need something to fight our way out of here." She ordered as she picked up a baseball bat. The twins picked up the hockey stick as well as a sling full of other potentially useful tools. Gilbert on the other hand picked up the top half a pitching machine as well as a bag full of extra baseballs.

Once armed, Gwen kicked the door open and they ran out. They quickly learnt how easy it was to knock them down, or back. It was actually Gilbert who proved the most capable as he fearfully blasted the crowd of mushrooms, knocking them all over. Their stubby bodies took quite a while to finally flip back over so they had time to keep moving.

Their luck turned instantly as Gilbert's rash finally overtook his body and he rapidly became a red mushroom as well. Seeing this and how they were rapidly becoming surrounded without Gilbert laying down covering fire Gwen and the twins quickly dropped their weapons and made a run for it.

A few hundred feet later they found themselves at the lake with a boat nearby. Normally they would have taken the boat across the lake, but the surface of the lake was covered in fungus and they had no way of knowing if it could come to life and force them under the water, drowning them.

Ultimately Gwen decided to use the boat a battering ram to make a path for themselves with relatively little risk. They arrived at the mess hall, their arms aching but completely untouched, and barricaded themselves in the kitchen.

_**o0OoO0o**_

As this was all happening Harry was looking down tunnels, some he found people in, but they seemed securely unconscious for now and he knew what to do he couldn't much, until he found Grandpa Max and dealt with the brain shroom. It wasn't long before he found Max, tied up in blue roots, and was cutting him free. "Hang in there Grandpa, you'll be free in a few." However, it was at that same moment that the Omnitrix decided to time out. "Not now..." He moaned as he returned to being human.

"Harry behind you!" Max warned, but it was too late. Harry barely turned before he was wrapped like a mummy in the blue vines. In the end, despite his struggling, he found himself stuck to the wall just like Max.

"Harry, can you reach the Omnitrix?" Max whispered.

"I'm trying Grandpa..." Harry said, finally managing to get a hand free. Reality made itself known and when he finally did manage to get his left arm free to check the Omnitrix it was red. "It needs more time to recharge."

What Harry and Max didn't know was that the Omnitrix wasn't just recharging, but it had also absorbed a chunk of the vine as it recognized the DNA of the planets and the Living Mushrooms from the planet known as Flors Verdance and Xenon, and was analysing what alien would help its user against the threat he was under. It was a few seconds later and when Harry hit the Omnitrix again in frustration that he began to transform.

Where Harry stood, now stood an alien with five vine-like legs, four long fingers on his hands and flytrap-shaped lips on either side of his head. He had blue coloured bulbs on his shoulders, and on his back were pods. His two eyes had fused into one large blue eye with no visibly pupil. The Omnitrix symbol was on the lower half of his long torso.

"What the heck is that?" Max asked in confusion. Whatever Harry had become he wasn't familiar with it. He couldn't remember a single incident when he was a Plummer where he encountered one of whatever Harry was.

"Beats me Grandpa..." Harry admitted. With a mental nudge his abilities seemed to act at random and his arms became thornier than any rose bush could ever hope to be, shredding the blue vines trapping him. "But I think I like what it does." Harry finished with a wide grin as he looked closer at himself to find his hands were naturally quite sharp. Seeing this, Harry began to but his Grandpa's bindings. Once he finished and Max was free, he immediately suggested they move on. "Let's get out of here Grandpa."

'_**You're not going anywhere.' **_A voice said from out of nowhere.

"Did you hear that Grandpa?" Harry asked, looking around.

"Hear what Harry?" The older man asked. Before Harry could say anything more blue vines appeared out of the ground and dragged them down into the ground.

They were pulled into a large hollow area of earth and came face to face with a... brain. Harry hadn't thought when the Mycelium was described as a brain it would mean literally. It looked like a human brain with a mouth suspended by a few hundred veins burrowed into the walls of the chamber, no doubt leading to thing used to control and order around all the Red Mushrooms on the surface.

'_**I can communicate to all vegetation telepathic level, you are no different.' **_Harry heard within his head. He gasped as he realized who he was talking to.

"You're the brain shroom!" He exclaimed.

'_**I would prefer Mycelium." **_The Mycelium replied primly.

"Harry, who are you talking to?" Max asked in confusion.

"Mr. Mushroom head down there. I think we're connected somehow or something." He said, not sure how to explain it as they were pulled closer to the Mycelium's mouth.

'_**Struggle me as you may, but you cannot stop me. Soon I'll transform your planet into my new home.'**_

"Not while I'm around." Harry claimed as his arms once more erupted with spikes, shearing through the vines holding him. His eye widened as he fell straight towards the Myceliums mouth, but his arm extended as caught himself on one of the veins above. As he was swinging one of the pods on his back was knocked free and fell. Just as Harry swung around the vein so he was standing on top of it he was just in time to see the seed explode, making a small crater on the Mycelium's body.

He filed the information away as he dropped and stated swinging once more to get to Grandpa Max. The Mycleium didn't seem to saw him as a threat though, and he got Max free and onto a ledge away from the battle without any resistance.

'_**As a plant, you can see the wisdom of sharing a single intelligence.'**_

"Oh hell no." Harry growled, "I've played WAY too many Shin Megami games to get into this argument. Time for some mindless boom, boom." He reached behind his back and pulled some of the pods off - which regrew instantly - before spinning around, launching the pods at random. He kept up the barrage, even if it was just making fairly small pock marks in the Mycelium, but also began slicing off the veins, taking Commander Shepard's approach and hoping to make it fall. The problem was the sheer number of veins though.

'_**Resistance is futile, even if you were able to defeat me, my spores will soon be released and spread around your world, and soon after I would be reborn. I offer you a deal, join me and I shall transform you into your current form permanently. You'll be able to rule the new world, answering to no one but me, and you can have anything you want, any mates you desire. What do you say?'**_

As much as Harry would like to deny it, the offer was tempting. The clincher was that he would need to become a plant forever though, an idea that Harry wasn't interested in. He liked being a mammal too much to be a plant, or any species aside from a human really, for any longer than he needed to be. "Sorry, but I'll have to turn you down. As for your spores, I'll deal with them right after I deal with you."

With a series of rapid beeps Harry was suddenly human again. Harry began to wonder if Fate, the Omnitrix or both just outright hated him as it became a horrible running gag that the Omnitrix would go off at the worst possible time. "Oh man, again?" Harry groaned.

Ten seconds later both he and his grandfather were tied up in vines again. Seeing as they were in the same situation they were ten minutes ago Harry sighed. "Sorry Grandpa."

"You did your best Harry, and if I'm going down I'm going to kick some fun out of this fungus." Max announced.

"That's it!" Harry suddenly shouted out as he remembered something from earlier.

"What's it?" His Grandpa asked with a confused look.

"Earlier you said the powder you gave me kills all kinds of fungus." Harry recited as he pulled his shoe off his foot, and kicked it into Mycelium's mouth, the excess powder he'd dumped into his shoes trailing behind like exhaust on a missile. And just like a missile impacting the Mycelium reared back as if struck, small boils beginning to appear on its body. Seeing Mycelium in pain Harry knew more powder would only help his cause. Using the brain's distraction and weakened grip to his advantage he managed to get the bottle of powder from his back pocket. Twisting off the top he hurled it into the things mouth like a grenade.

The boils exploded, showering Max and Harry in goop. As they were busy gagging at the smell and taste, the Mycelium shrivelled and died, dropping them. Fortunately they landed on its dying body instead of the hard unforgiving earth. Unfortunately, this meant they were covered completely in more slime.

_**o0OoO0o**_

Meanwhile back at the Dinning Hall, just before Mycelium was defeated, Gwen and the twins were able to barricade the front door before heading to the kitchen, making it hard for the Red Mushrooms to get in. The mushrooms proved smarter than anticipated though, and instead of continuing the assault on the front entrance a group of them split off to break into the back door, which the trio hadn't had time to barricade yet.

As the mob approached them, their backs against their own barricade, Gwen pushed the twins behind her and prepared to hold out as long as she could. By some unseen signal the mushrooms charged, only to fall over as their bodies rapidly shrivelled up. Half of the mushrooms disintegrated completely, leaving nothing behind but some soil, but the other half left behind unconscious but seemingly fine humans.

"What… just happened?" The twins said in unison.

Gwen quickly got over her shock and a fond smile found its way onto her face. "Harry just happened…"

The trio carefully took down their barricade and entered the Mess Hall to find a similar situation. Some piles of dirt and some unconscious people. What was different was that Max and Harry standing in the doorway, their clothes filthy with dirt and slime, but other than that they were both uninjured. They were flanked by two dozen dazed children and adults, not all of which looking like campers, but just random people caught up in the mushrooms failed invasion.

Forgetting what he was covered in, still high on adrenaline from her potentially fatal last stand, Gwen ran up to her cousin and threw her arms around him, planting a kiss on his cheek. She quickly pulled back and blushed as she realized what she did. "Harry you did it." She cheered.

"Almost," Harry said, his cheeks tinged red as well, "we've still got the spores to deal with." He gestured to the stalks still covering the area. He perked up as a thought occurred to him just as the twins ran over. "Mandy, you and your brother said that everyone here gets Athlete's Foot, right?"

Mandy nodded her head, prompting Harry to ask, "Can you take me to the Nurse's Office please, I might have an idea."

And as Harry hoped, he found a cupboard full anti-fungus powder, but the problem was how to get where it was needed, "So, any smart ideas how we can spread this stuff around?"

"As a matter of fact, I might have an idea." Gwen said with a bright smile, as she learned in and whispered her idea to Harry. As he heard it, he too smiled and he turned to tell his Grandpa and the others to put the anti-fungus powder into a bag for easy carrying. Once that was done they told everyone they would be back later and they would handle the stalks.

Not soon after the still dazed campers could swear they saw a giant fly like creature with an orange haired girl flying around, but passed it off as a hallucination.

They were right though, as Gwen sat on Stinkfly's back, dumping the bottles of powder into the air where Harry's wings and the wind they generated kicked it around as they flew in a grid around the area. Killing off the spores before they could spread.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends the third and final part of Camp Fear arc of Harry Tennyson, as I said before this one is canon but is brought forward. In this chapter I just altered a few bits from the show, and reworked parts that didn't fit in the chapter. I hope you like what I came up with.

Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Positive or negative, I would like to hear what you think and what you would like to see happen next.

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. I'm planning to use a few aliens from Star Wars.

If it's not obvious already, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown sooner than it did in Ben 10 let me know and I'll add it if I is it fits with my timeline.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


	13. Chapter 13 - Washington BC - Part 1!

_**Author's Notes:**_ Now some people are saying that all I'm doing is that I'm only replacing the name Ben with Harry, for what reasons I'm not sure, all I can think of is because they're of similar personality - for now, that is going to change - and I'm using canon dialogue for some scenes. If that is the case I can see your point, but to defend myself, I would like to point out that there's not really a whole lot me and my beta reader can do right away. We do have plans for the future, but they really don't kick in any major way for a while.

Harry isn't abused in this like in canon, he's more normal and less... hesitant, to reach out to people. This Harry isn't anti-social like Canon-Harry was (though that sort of behaviour is fairly justified considering his situation) so he will be more open to making kid mistakes.

As for the accidental magic issues, from what _**I **_understand it to be, it happens when either when a child's live is at risk like Neville Longbottom's uncle dropped him off a balcony from at least the second floor and Neville bounced, or when Harry was running away from his cousin and friends and appeared up on the school roof. Another example I can think of is when child is upset, angry or really wants something to happen or wants something, accidental magic happens. This Harry has competent parents to back him up, so when he gets upset he knows he can just talk to them about it. Within reason, he's gotten everything he's wanted and had been treated very well. That was something that didn't happen with Canon-Harry, he had only himself to count on and his magic to look after him.

As for the Harry Potter part of this crossover, it doesn't even kick in until June. Magic will start to affect things in fairly major and hopefully interesting ways, but again, that's going to take time to happen.

I think that's mostly it. Well I suppose there was also the maturity issue. Ben was constantly holding the plot required idiot ball and almost got off on fiddling with the Omnitrix in ways that were clearly dangerous - prying off the stabilization ring with a _screwdriver_? Harry won't be doing stupid stuff like that, and episodes that are caused or started by Ben being an idiot are going to be modified or outright skipped altogether unless they need to happen for something. He will experiment with it to find out what the Omnitrix can do, but not in self destructive ways and will learn from his past mistakes - which Ben didn't even think of doing, or wasn't allowed to due to lazy writing and plot related reasons. Harry and Gwen will keep fighting and sniping at each other, but they're ten years old.

_**Chapter Thirteen!**_

_**Washington B.C. - Part 1 (From Season 1 Episode 2)**_

_4th of June 2001:_

Seeing it was late at night, Gwen, Harry and Max decided to spend the night at Camp Opinicon. Harry and Gwen were a bit surprised the people that were turned didn't remember the last few days, not even Gilbert remembered them, even though they just meet. Grandpa Max explained it could be that whilst being the Living Mushrooms, they could have been in some kind of coma. Max explained that in some cases comatose patients can have some fuzziness for a few days where they wouldn't be able to remember anything, but in time they would remember what happened. Max likened them to coma victims because he worked out, or just outright assumed, that the humans were kept in a coma-like state within the red mushrooms.

As for the ones who could remember what happened, they thanked them for risking their lives to save them and Camp Opinicon; having been told a modified story that left out Harry's ability to transform. By next morning they left Camp Opinicon to head to Washington, making good time, arriving in time for lunch. For the rest of the day the Tennyson's went sightseeing. This would have been pretty fun if Max hadn't been choosing where they went. All they visited were places that Harry thought were utterly boring, and even Gwen's faked enthusiasm was growing visibly forced after the fourth stop at the museum of toothpicks, which was depressingly the most fun location they saw because of all the free toothpicks they were given.

Now it was their second day in Washington when something exciting happened, though neither Gwen nor Harry was particularly happy about it since it came at the cost of an entire apartment building being on fire. The fire department wasn't there yet so Harry felt compelled to help. He would have stayed out of it, since it was a mundane threat and the firemen could have handled it, but until they arrived he could do what he could.

Slipping into an alley Heatblast appeared in a flash of light before he flew up into the building.

Heatblast had entered the flat just in time, the burning ceiling were about to collapse onto a mother and son. Harry caught the ceiling before it fell on them.

"Who are you?" The son asked as he stared wide eyed at the alien.

"I'm Heatblast, I'm here to save you." Harry introduced with a confident smile despite the strain of the ceiling. He inhaled, sucking in the fire in the room into his mouth. The orange parts of his body glowed brighter as his body temperature flared, but quickly calmed down. "Get out of here, when you're out of the room I can drop this and escort you out."

The mother was understandably apprehensive and wary about following a guy made of fire, but her son thought he was cool and scurried out of the room without a moment's thought. They heard a crash and a light wave of ash momentarily blocked their vision. When it cleared Heatblast was standing in front of them.

"This way." He instructed, only for his first step to cause the stairs to collapse, revealing they'd burned almost completely through. "Rrrright..." He drawled as he looked around for an alternate route. "Guess we're making our own way out." He proceeded to blast a whole in the nearest wall, grab the shrieking mother and cheering son, and jump to the street below, jets of flame slowing his fall.

Heatblast was about to leave before people could ask him questions he caught sight of a glinting gold card in the son's hand, something he'd been looking for a while. Rushing over he knelt down and asked excitedly, "Where did you find that Golden Sumo Slammer Card? I've been looking for one of those for ages!"

"They were prizes from boxes of Sumo Smack Cereal." The kid replied, happy to help his and his mother's hero.

That was when Gwen and Max drove up in the Rust Bucket and Max called out, "Heatblast, this was only a diversion for a real crime across town, a jewellery store robbery. Come on, the criminals are getting away."

"Unless they're aliens, or they're Meta Humans with superpowers, or someone's live is at risk, I say let the police handle them." Heatblast said. He helped because he could and a life was at risk, not because he had to. And for all he knew he could get in the way of a police investigation by interfering. Seeing the dark look that his Grandpa was giving him Heatblast grimaced and grumbled, "Fine, fine, I'm coming..." and he then turned to the kid and said, "See ya around kid, stay in school and don't do drugs, or whatever."

It didn't took long before caught up with the thieves, during which time Max was still giving his Grandson a dark look about his comment not long ago. His look broke as he sniffed the air, only to glance over and see Harry's seat smouldering. "I knew I should have installed asbestos seats when we had the chance." He remarked dully.

"I'm sorry Grandpa, but I can't help it," Harry apologized, only to grin stupidly, "I'm hot."

Gwen responds by spraying him with an extinguisher, "That was terrible and you know it. Out of all the aliens that you have on the Omnitrix, you had to pick one with the flaming butt."

Heatblast defended himself, "Hey, I picked Heatblast to save people from a burning building. I can't see the future!"

Instead of admitting he had a point she blasted him with the fire extinguisher again.

Harry sputtered, but before he could say anything Max saw the thief's car coming up. "Harry we're getting close…"

"Okay Grandpa." He said before he leaned out of the window and took aim. With a flex of hisn hand he launched a fireball straight at the car, managing to hit the back ties on the first shot.

"Bullseye!" He cried as he watched as the thieves' car careened into a brick wall. Getting out of the Rust Bucket, Heatblast approached the car and tore the door open and crushed it, "Now unless you want a permanent sunburn, you'll get out of the car and put your hands against the wall."

Considering he was a seven feet tall magma creature, the two regular and unarmed thieves nodded quickly and did as they were told.

Harry didn't notice him Omnitrix beeping, too busy making sure they did as they were told as sirens approached. "You guys picked the wrong day to become bad…" The Omnitrix flashed.

"...guys." He trailed off, noticing he was significantly shorter, and sounded like a kid again.

"Hey, it's just a kid!" The first thief cried. Annoyed, he turned to his partner. "Get the jewels and let's make a run for it."

Harry wasn't going to let them off when he did all the work to get them there, so he grabbed the one who was going to grab the bag of stolen jewels by the wrist and judo threw him back towards his partner. "You're not getting away."

The thieves weren't sure what to make of the kid, but before they could do anything the police arrived. "They're all yours officers." Was all Harry said as the police officers took the thieves away.

As they did, one of them said to Harry, "Step aside son, this isn't play time now."

"Play time, _play time_, I'm the one who caught them for you!" Harry said, annoyed and angry, but the cops took no notice of him and they placed the thieves into their cars and drove away. Once they were gone, Max told them they were going to the new M-Mart that just opened nearby. Harry just followed him wordlessly, annoyed and angry at what happened, throwing a muttered 'thanks' to Gwen when she told him he'd handled the situation very well.

_**o0OoO0o**_

_Meanwhile, Elsewhere Across Town:_

As the Tennyson's were dealing with the fire and the thieves, a Landlord by the name of Roger Smith was knocking on the door to one of his apartments. This apartment belonged to Doctor Aloysius James Animo, a promising researcher in veterinary science, or something like that. Roger didn't know, or care, but from what he'd learned, Doctor Animo was doing well in his research, until about five years ago when he lost some kind award to another doctor by the name of Kelly.

That's when Animo rented this apartment, where from what he heard from his other tenants stayed and rarely left. From what his other tenants told him, Animo only came out of his apartment to do a few odd jobs, or to get items he needed, other than that he never left his apartment. Up to now this didn't bother him too much, as he was getting paid, but six months ago the payments stopped and today he was about to throw Animo out.

Back to the issue at hand, Roger knocked on Animo's once again and didn't get an answer, so he used his spare key to open the door. As he entered the apartment, he saw the place was full different animals in different cages and tanks. Also he could all sorts of science equipment, most he'd never seen before. _'What the hell is going on here?' _Roger thought to himself. "Damn, this place smells like a zoo." He coughed, covering his mouth with his sleeve.

As Roger was looking around the house, a man with pale skin, no doubt due to lack of exposure to the sun, walked out of between the cages he was kneeling between.

Roger was startled by the sudden appearance, but the Doctor was unperturbed, instead demanding, "How did you get in here?"

"Key." Roger answered simply, "I _am_ still your Landlord remember? Or maybe not, seeing that your rent is six months past due."

"All my funds is going towards my research," Dr. Animo explained himself, before pointing at the door and shouted, "Now get out of here so I can get back to my work. You're disturbing me…" was the last thing he said as he went to one of his tanks.

"It looks like you've been disturb long time before I got here pal." Roger commented, before he went on to say, "Listen here Doc, you and your furry friends will be out of the streets by sunset if you don't pony up the green."

"Pony up you say..." Dr. Animo drawled, "Interesting chose of words. You must be an animal lover, so you're going to love this." Animo added as he picked up a frog in the tank and placed it onto the floor, and then put a strange looking helmet onto his head.

Upon seeing this, Roger laughed uproariously, "You a member the moose lodge or something?"

"This is my Transmodulator," explained Dr. Animo as he pointed the gear on him, "Phase number one: it it accelerates at the genetic level. Observe..." He finished smugly.

As he said that, he turned the dial on his gear before the some rays come out of his helmet and hit the frog and the frog began to grow several time lager then normal and mutated, it now a few feet taller than Animo and gain two horns and an extra pair of eyes. The frog then grabbed Roger with its tongue and kept him in its mouth where Animo heard Roger try to say something. He laughed at the muffled sound. "I'm sorry, I can't hear you, but it sounds like you have you got a frog in the throat, or should I say it's the other way round?" He began to cackle louder as the mutated frog spat Roger out of his mouth and into the wall, knocking him unconscious.

Picking up a bit of an old news paper clipping, Dr. Animo said, "I'm so close to getting what is rightfully mine, all I need is a few lousy components and I'll be able finish my work."

"So whether your need from hair spray to electronics…!" Dr. Animo suddenly heard a peppy commercial on the TV, where it explained about the new Mega Mart that opened up. Seeing this, Dr. Animo said, "Ah, just what they doctor ordered…"

_**o0OoO0o**_

_Back with Harry:_

It was about five minutes after arriving at the store from the crime scene, and the Tennyson's were at the new Mega Mart doing some shopping. During which Harry spotted large advertisements above the cereal aisle and the boxes of Sumo Smack cereal. He went to have a look while Grandpa Max was down the canned food aisle frowning at the canned octopus, and complained to himself, "I thought this store prided itself on a wide variety of things like this."

"Hmm Grandpa," Gwen hesitated to say, "No offence, but can we have some normal food too? Not just stir fried tentacles..."

"Nonsense Gwen, you don't know what you're missing." Max dismissed, "Now where do you reckon they keep the sheep bladder?"

Seeing that her Grandpa Max wasn't going to listen, she went off to find Harry to let him know. She found him down the cereal aisle, still looking at the Sumo Smack cereal, "Are you alright Harry?"

"Oh, Gwen, just the person I wanted to see." Harry said, breaking his hard stare at the cereal, "Would you mind if I brought a few boxes Sumo Smack cereal?"

"At the moment with the food that Grandpa is buying, I'll go for anything that isn't organic." Gwen said and Harry shuddered at the thought of what their Grandpa could be buying. "But why would you want to get so much?"

"Do you remember the kid I saved from the fire earlier?" Harry asked, to which Gwen nodded, "Well he told me about where I could find a Golden Sumo Slammer Card that I've been trying to find to add to my collection, and he said he found them in Sumo Smack cereal boxes."

Gwen could understand Harry wanting to add to his collection of Sumo Slammer Cards, she herself collected H. G. Wells books. She might not make a big deal about it, but she was a fan of his Science Fiction works, and she had The War of the Worlds, The Time Machine, The Invisible Man and The Island of Doctor Moreau, just naming a few of them and was still looking for his other works. "No problem, just as long you can get some other food too." said Gwen, "I'll buy what I can too, but I haven't got much money. I wasn't expecting to be here after all."

"No problem Gwen." Harry said, and the two went off to get some edible food for the two of them before catching up with their Grandpa. He wasn't happy about them buying their own food, but seeing as they were using their own money, he couldn't say anything.

As they were going down another aisle Harry spotted a display of the whole collection of Sumo Slammer cards. Wanting to see them he turned and asked, "Do you mind if I have a look Grandpa?"

"No problem Harry," Max said with a smile, "we'll be down the pet aisle."

"See you in a minute then." said Harry as he walked off to see one of the collection sets. He chuckled as he heard Gwen groan, "Please don't tell me that you aren't looking for our breakfast?" Only to shudder as it was a very real possibility. Harry knew that with their luck, the normal food that they brought would run out and they wouldn't be in a place where they could get more and be forced to eat it.

As he was looking over the collection, his eyes sparkling as he eyed the three different golden cards, he couldn't help but breathe, "One day, I'll get one of you."

Just then the display, the shelves behind it and the floor began to shake as if there was an earthquake. Then the wall exploded and a hole was made. When the dust settled Harry saw a huge mutated frog hop into the store with a man with pale hair and skin on its back. For anyone else, this would be a strange thing they ever seen, but after seeing what he had over the last few days Harry thought it was a shocking breath of normalcy.

"Cool man." Harry said with a smile, finding the mutated frog neat, "Where can I get one of them?"

"I've created it." The man said with a smug smirk as he started to put things into his bag.

"Not that I care, but what do you think you're doing?" Harry asked.

As he asked this, the mutated frog used its tongue to knock the boxes behind Harry over, knocking them onto him. "Don't be a hero kid, just run along and play." The man said as Harry climbed out of the pile.

"Oh I wasn't going to." Harry replied as the man got on his frog, "being a hero isn't my thing. But -"

Before Harry could say more, two M-Mart security guards appeared and one of them shouted "Freeze, get off the err, frog, and put your hands up."

The frog rider just smiled as he had his frog jump away, as the same M-Mart guard reported what was going on, and what he looked like and how to find him. Harry went to find his Grandpa and Gwen, as he was worried about them.

Meanwhile, Max and Gwen were in the Pet Department, where Gwen was playing with a hamster that she was thinking of buying. It all happened so fast she barely knew what had happened, but a man riding a giant mutant toad had landed with a massive crash and turned the hamster that Gwen was playing with and a nearby parakeet into mutated things. They began to make chaos in the store.

As Harry followed the sounds of the chaos, he saw his Grandpa and Gwen running towards him, and the mutated forms of the hamster and parakeet hot on their heels. "Wow, I knew Grandpa ate some crazy stuff, but the irony here is just too sweet."

Backing up next to his Grandpa and Gwen, they watched as the frog man announced, "Behold, the genius of Doctor Aloysius James Animo! Nothing can stop me from getting what I deserve. Mark my words today I'll make history, or should it be _pre_-history." The man ignored the groans of Harry and Gwen and laughed at his own terrible joke.

"It would be a good time for a change Harry..." Gwen remarked.

"I know!" Harry hissed at her, "The Omnitrix decided it would be a good idea to take its sweet time recharging." Just as he said this, the mutated hamster roared at them, making them to run. The mutated hamster then jumped over Harry, knocking him over, cornering Max and Gwen. "I don't need to go alien for this furball." He said to himself, remembering that he wasn't totally defenceless. He'd defended himself before he got alien powers. Granted it wasn't against mutated hamsters, but still.

Seeing a basket of footballs and a motor scooter, an idea came to mind. Ho he picked up a football and threw it at the giant mutated hamster. He revved up the engine on the scooter and taunted above the engine, "Hey furball, come and get me if you can!"

Roaring in anger the giant hamster chased after Harry, who was zipping and driving between the shelves to avoid the furball from hell. Harry was doing well until the creature knocked down one of the shelves down, where he was forced to either stop or crash into it. Instead he chose to speed up as he saw an already tipped shelf. He hopped up onto the fallen shelf and launched himself over the hamster and hit the shelves behind it, in doing so knocking them down onto the mutant.

"Oh yes!" Harry cheered himself at a job well done, "Nothing can stop the might of Harry Tennyson." As he cheered Max smiled and Gwen shook her head, not believing that Harry could act so mature one minute, and so childlike like this the next.

"Fool, you can't stop me!" Dr. Animo cried, as he appeared on his mutant frog, "I'll turn Washington D.C in Washington _B.C."_ Just then the mutant parakeet flew by and shattered a window. Dr. Animo followed on his frog and was out of sight within moments.

Just as they left, the manger of the store came out of hiding and said, "Thank you kid, you saved the store, if there's anything I can do to repay you, anything you want, it's yours."

"Well..." began Harry as he thought about the Golden Sumo Slammer Card, "How about a Golden Sumo Slammer ca-agh!?" Before he could finish Max picked him up and carried him off. "Hey!" Harry protested.

"Sorry Harry, but we don't have time for that." Max said, "we've got a giant parakeet to follow."

"It would have taken twenty second, tops!" Harry argued, "And I handled the Hamster as a human. I don't see why the police with their guns and training can't handle the bird..." Yet again his Grandpa gave him a dark look.

"Fine." Harry growled as he was set down, wordlessly following his cousin and Grandfather, highly annoyed.

_**TO BE CONTINUED! **_

_**Author's Notes:**_ Here ends the first part of two of Washington B.C. In this chapter I just altered a few bits from the show, and reworked parts that didn't fit in the chapter. I hope you like what I came up with.

Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Positive or negative, I would like to hear what you think and what you would like to see happen next.

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. I'm planning to use a few aliens from Star Wars.

If it's not obvious already, I won't be following the same episode timeline as the show, they'll be all over the place to fit into this story, so if you think of an episode that could be shown sooner than it did in Ben 10 let me know and I'll add it if I is it fits with my timeline.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.

I would like to inform you all once again about my Yahoo Group, Dark_Harry_Stories, which I would like to ask you all to join. It isn't just for me to place my work to keep them safe from being deleted from the FF should they decide to delete fics with lemons again, but I also encourage all of you to post your own works. Although I would prefer they be Harry Potter stories, as long as the stories are well written and not slash, go ahead and post them if you want to keep them safe but see how people like them. You can find the Group at: 'uk dot groups dot yahoo dot com /group/Dark_Harry_Stories/' I hope to see many of you over there.


	14. Chapter 14 - Washington BC - Part 2!

_**Chapter Fourteen!**_

_**Washington B.C. - Part 2 (From Season 1 Episode 2)**_

As they were following the mutated parakeet, Gwen was in the back of the Rust Bucket on her laptop trying to look up the Mad Scientist, Dr. Animo. While she busy with that, Max was concentrating on driving the Rust Bucket as he followed the giant bird, it reminded him of the old days when he was a Plumber, and he was chasing after aliens and other weird things, keeping the world safe. Harry was in the passenger seat of the RV looking out of the window, he was angry and annoyed at what happened back at the M-Mart.

He had saved the store from Dr. Freak and his mutated pets, all without going alien, and the store wanted to reward him for doing so. He had risked his life to help, and as a ten year old he thought that he deserved the rewarded. He might not want to be a hero, but when he did something good, he did want to be recognized for his good work like any ten year old, or any human being in general really, would have. But for some reason his Grandpa dragged him away before he could get his reward, something that would have taken about twenty seconds. And yet his Grandpa gave him a dark look, like the idea of him getting a reward was a bad thing. Harry couldn't see why, or why they had to deal with Dr. Animo. The police or the F.B.I could handle him; it was their job to do so, after all.

While he was thinking about all this he heard Grandpa Max say to himself, "Just like the good old days, just before I retired."

"What kind of Plumber were you Grandpa?" Gwen asked, drawing a blank on what kind of Plumber would do this kind of job, chasing after mutated animals and whatnot.

"Err, hmm, a damn good one!" Max said with uneasy bravado, realizing his slip up as he caught up in the memories of the good old days. He hoped his grandchildren didn't catch his slip up, although Gwen just let it slip by, Harry didn't, as once again was suspicious about his Grandpa, but he was too annoyed to say something about it or care. Something Max caught on as he asked, "Harry what's the matter?"

"I saved an entire Mega Mart from being a giant hamster's chew toy by just being me, not an alien, just me, and what do I get? Zip, nothing." Harry said, annoyed, "it's just not fair."

"Being a hero isn't about others knowing that you've done something good," Max began wisely, "it's about you knowing you done something good. Being a hero is its own rewards."

"What, did you read that off some greeting cards or something at the Mega Mart?" Harry asked dryly.

"Well, yes." Max admitted.

Before Max could say anything more, they heard Gwen say, "Bingo, I've found him. Doctor Aloysius James Animo." She began to read the article aloud, "Five years ago, Doctor Animo was a promising researcher in veterinary in science. But it turned out he was doing twisted genetics experiments and was mutating animals. And when he didn't win some big award called the Verties Award, he flipped out big time. Does anything of this sound familiar Harry?" She accused.

"No." Harry said firmly.

Both Gwen and Max looked at him in disbelieve.

Harry sighed, as he explained himself, "This Verties Award, by the sound of it, is like the science fair we have at school where the best project wins, and there are set rules we have to follow. By the sounds of it, this Doctor Animo was doing something that he really shouldn't be doing, and so he was rightly disqualified. The people giving out the awards had every reason to do so. From the sounds of it he was lucky he wasn't arrested. I, on the other hand, was helping people, and they were willing to give me a reward for doing this. An electrician doesn't rewire somebody's house for free, an artist doesn't give out free commissions, and I don't risk my life for nothing. When possible, and especially when offered, I expect a reward of some kind. Comparing our situations is just insulting."

Wincing as he turned to glare out the window, Gwen and Max had to admit that that example that Gwen gave to make Harry see their point was a bad example to give. Before Max could tell him that wasn't the point of the story that Gwen was trying to make, he lost sight of the giant parakeet. "Damn, I've lost it." Max said unhappily, "He could be going anywhere in Washington D.C."

"Or Washington B.C..." Gwen remembered, an idea dawning on her. "That's it! I know where he's going!"

_**o0OoO0o**_

_The Natural History Museum:_

It was about twenty minutes or so before the Tennysons found themselves out of the Natural History Museum, it was as Gwen suspected; Dr. Animo was here. They found a huge hole in the wall of the museum, and in the rubble of the destroyed walled they found a feather from the mutated parakeet from earlier. As Harry picked up the feather to examine it Grandpa Max said, "Looks like we're on the right trick. Good work Gwen." Before they entered the building.

As they looked round the museum, they soon found Dr. Animo, he was fixing the final parts onto his Transmodulator, then as he turned his shoulder, he saw the Tennysons, mainly Harry, "You are very persistent, and I hate persistence."

"We all know about you and your freakazoid experiments Dr. Animo." Harry claimed, "It's over."

"Oh but it has only just begun!" Dr. Animo crowed, "You see I only needed a few components to finish my Transmodulator and push my work into phase two. Reanimation of dormant cells."

"Zombies?!" Harry exclaimed.

"Nothing so pedestrian. This is much more refined! Observe..." The mad doctor breathed as he turned the dial on his Transmodulator and aimed it at the mammoth nearby and reanimating and mutating the formerly dead animal. As he did, the Doctor said, "Behold, the genius that is Doctor Animo!

Harry turned to his cousin and grandpa and admitted, "Okay, he has some pretty awesome toys, but he's completely nuts."

"Instead of making witty remarks, now would be a good time to become an alien." Gwen said.

Harry nodded, and in a flash of green light he was several hundred pounds heavier and had four arms. "I'll deal with Dumbo here, you two deal with Animo."

"Right, good luck and don't get gored by its tusks." Gwen advised as she and Max backed up.

"I'll keep that in mind. Let's fight!" Harry said fearlessly as he ran at mutated mammoth.

While Four Arms was wrestling with the mammoth, Gwen and Max ran after Doctor Animo, but they were stopped by the mutated parakeet. Picking up the spear from the Caveman that was next to hear Gwen spun it around skilfully, smacking the avian when it tried to bite at her and building up speed to use the momentum to perform a massive swing that shattered the spear on impacted over the bird's head. It worked, and the parakeet squawked in pain and flew off.

"See that, Harry isn't the only one with skills." Gwen said with a smug look, leaving a gob smacked Max following her. If it wasn't for his word to their parents, he would have them training as Plumbers, but their parents wanted Harry and Gwen to be fifteen before he was allowed to train them. It was old enough so they wouldn't be blinded by how cool it was and could make an informed decision so they could decide if they want to be Plumbers or not.

However, as they ran into the next room, they saw Doctor Animo looking at them with a smirk as he used his Transmodulator to mutate the bones of the T-Rex on display before getting on top of it. As he did, Dr. Animo said, "I would love to stay, but I need claim the award that I so richly deserve."

When the T-Rex smashed through the wall, further damaging the building, the two were too distracted to see the Parakeet before it was too late. Gwen screamed in surprise as it picked her up and carried her off.

_**o0OoO0o**_

_Back with Harry:_

As this was happening, Four Arms was having a hard time with the mutated mammoth. He hadn't been gored, thankfully, but he was getting thrown around. When the mammoth crashed at him once again, Harry took hold of its trunk and begun to spin round as fast as he could before stopping and letting go of the mammoth. The beast crashed into the wall, which collapsed on him.

Gwen's scream greeted him as he stopped spinning and, without checking to see if the Mammoth was out, he ran into the other room, where he saw the mutated parakeet just as it was flying away with Gwen. Without a word he took off after it, and Max moved to follow, but he stepped on something. The crinkling of old paper caught his attention and he looked down to see a newspaper clipping, which gave him a good idea of where Animo was going.

While Dr. Animo was on a rampage across town to get to where he wanted, Gwen was being held in the claws of the mutated parakeet. Four Arms jumped up to grab hold of the feathers of the parakeet. "Hey bird brain, let go of my cousin!" He yelled.

The avian had other plans as it made a dive towards the ground, before flying up suddenly, in doing so shaking Four Arms of and dropping him into the pavement where he made a crater in the ground. For once luck happened to be on Harry's side and the Omnitrix only flashed and timed out _after_ he hit the ground.

As Harry crawled out of the crater he himself had made, Max appeared in the Rust Bucket. The older man popped his head out and asked, "Did somebody called for a taxi."

"Thanks Grandpa." Harry said as he got into the RV.

Meanwhile, back up in the air, Gwen grumbled to herself as they swerved between buildings, "Spend the summer with your Grandpa Honey, it'll be an adventure. Yeah right…" just then she saw the Washington Monument where the mutated bird perched itself. Hanging there, Gwen panicked at being so high until she remembered her cell phone. "Well mother did say I can only use this in case of an emergency..." She remembered as she dialled Max's number. "If this isn't an emergency I don't know what is."

Back on the ground Harry and Max were driving around town to find Gwen. "No sign of them." Harry reported, keeping his eyes on the sky and any tall buildings.

"There can't be many places for a parakeet the size of an elephant to roost." Max said thoughtfully before picking up the newspaper clipping that Doctor Animo left behind and handing it to Harry, "Here, this is what Dr. Animo left behind at the museum."

"Dr. Kelly receives the Verties Award." Harry read the newspaper clipping, "He's going after Kelly, to pick up the award that he wants."

"First things first, we need to find Gwen." Max said, only to jump in surprise as his phone suddenly went off. "It's Gwen!" He exclaimed as he saw the caller ID.

Despite being on the top of the Monument and justly terrified of either falling off or being eaten, Gwen was able to tell the two where she was.

_**o0OoO0o**_

Max took a step back as something shattered in front of him. He paled as he saw it was a cell phone, paling even further as he looked up and saw the tell tale orange hair of his granddaughter.

"Not if I can help it!" Harry declared as he twisted the dial on Omnitrix before pressing it down, turning into… himself, with the Omnitrix symbol on his chest.

"Clayface?" Max said in shock, only able to recognize Harry had changed from Gwen's very detailed retelling of what had happened back at the hotel. "Wouldn't Stinkfly be better?"

"For a normal aerial rescue, yes," Harry admitted. "But this is could turn into a fight and Clayface would be better overall." To prove this, wings appeared on his back and he flew off into the night sky to rescue Gwen. He was about halfway up the tower when Gwen, who's grip on the pole she'd latched herself onto had become more and more precarious as time passed, finally slipped completely and fell.

Her scream lasted roughly three and a half seconds before she realized she was both not falling, and in someone's arms. She looked up and blinked. "Harry?"

"Clayface at the moment." He corrected.

"Thanks for the save." Gwen replied, only for her eyes to widen as she looked behind them and saw the parakeet wasn't too happy to see his captive had been rescued and was chasing after them. "Watch out, behind us!"

Looking over his shoulder Clayface saw the mutated creature behind him and shifted his body. When he was done he was some sort of centaur with wings. He momentarily had two sets of human arms, but once he'd moved Gwen onto his back they sank back into his body. Handles appeared on his back and at first Gwen thought they were hand holds for her, but when she grabbed one it snapped off, revealing a dagger shaped tip "Gwen, use those and throw them at that mutated freak."

Gwen was all too happy to attack the thing that had bird-napped her, but no matter what she did the bird would avoid her projectiles. Even Clayface throwing in his own attacks didn't help. Of course all this mid-air manoeuvring was really starting to catch up to the girl and her face was turning green. "I feel like I'm going to throw up."

"If you hurl on me you better learn to fly fast!" Clayface warned her.

As they circled the Washington Monument once again Clayface spotted Max in one of the windows. Considering he really couldn't fight while carrying Gwen like he was there was really only one thing left to do. "Gwen, I can't deal with the bird with you here. Do you trust me?"

"Yesssss...?" Gwen answered nervously, and before she could asked what he had planned, his whole body turned around to face her and took her in his arms before he turned into his humanoid form with wings, and flew down the Washington Monument as she screamed, "HARRRRYYY!" before all of a sudden she found herself in the arms of Max.

Because it happened so quick, the mutated parakeet had no idea what happened and missed the switch. What it didn't miss was Harry suddenly expanding before it slammed face first into the bars of a massive clay bird cage. Harry made sure the cage was secure, the bars thick enough to hold the creature, before he flew back up to Max and Gwen. "Are you two okay?"

"Go and stop Animo," Max said, "we're both fine."

Harry nodded and flew off. Just before he was out of earshot he could have sworn he heard Gwen mutter a harsh, "Speak for yourself Grandpa."

_**o0OoO0o**_

_Kelly Industries:_

As this was all going on, at Kelly Industries Dr. Kelly was having a party with his board of governors and a select handful of people to get funding for a new experiment he wanted to try out but needed the backing for. The meeting was going rather well, until a flesh and blood Tyrannosaurus Rex burst in through the wall.

"Kelly I think you have something belonging to me!" A cackling voice called from the dinosaurs back.

"Animo?" A gob smacked Kelly sputtered at the sheer absurdity of the last thirty seconds. "Is that really you? What are you doing here?"

"Getting what is rightfully mine after all these years!" Animo began as he jumped down of the T-Rex and took the Verties Award from the nearby shelf it was resting on. "I would like to thank the committee for this honour." Animo drawled as he jumped back onto the T-Rex.

Once he was back on his steed, Animo was about to allow the dinosaur to eat Kelly, but Clayface appeared and knock the T-Rex away from the doctor.

Animo quickly ordered the dinosaur to hurl Clayface back a few meters, where he landed next to some rubble. A glint caught the alien's eye. "Gold?" He wondered, only to gasp as it was a Sumo Slammer card. "I've struck Sumo Slammer Gold,"

"Help, somebody help me!" Kelly cried.

Clayface looked up to see the T-Rex had Dr. Kelly hanging from his mouth. He jumped into action, but as he did an extra arm shot out of his back and snatched the card from the ground, sinking back into his body.

Lengthening his arm Clayface was able to catch the screaming scientist as the T-Rex threw him into the air, just a scant second before he was eaten.

"What are you, you little pest?!" Dr. Animo screamed.

"I'm Clayface," He introduced, "and I'm here to kick your ass for trying to hurt my family."

With a growl, Animo used his Transmodulator to fire a beam of energy at Clayface, only for it to be blocked by a hardened clay wall. It crumbled slightly, but did its job and took the hit without Harry being harmed. Using the momentary distraction, he fired a glob of sticky clay at the T-Rex's face, which made the dinosaur stumble around.

Animo lost his balance a bit, enough for Clayface to knock the Verties Award out of the mad doctor's hand - which fell onto floor and bloke.

His anguished scream was cut off suddenly as Harry didn't pause to watch and yanked the Transmodulator off the man and destroyed it with a quick hammer-hand.

Harry yelped as he was thrown back by the red ring the device produced as it was destroyed. When the ring hit the T-Rex its flesh sizzled and disintegrated, becoming bones once more, which promptly collapsed without the wire holding them together like at the museum. Animo, unfortunately for him, just so happened to be under them and was pinned down under their weight.

Not leaving it to chance, Clayface used his powers to wrap the doctor in clay before turning to Kelly, "I'll leave you to deal with the doctor." He said quickly before leaving the building and area.

He was just in time, as the Omnitrix beeped and timed out.

Harry immediately grimaced and reached into his mouth, where he pulled out a spitty, but completely safe, Golden Sumo Slammer card. "Ugh, clay and plastic do _not_ go together. It's like tooth paste and orange juice!" He shuddered again at the taste, but pocketed the card, really glad the gold cards were all laminated. With nothing else to do, he settled himself on a bench on the side of the street and waited.

_**o0OoO0o**_

It took twenty minutes for the Rust Bucket got to Kelly Industries. By this time the police had arrived, secured their perpetrator, and were taking Dr. Animo away. Harry watched it all with a bored look, momentarily shocked at how such an old man could turn into a complete baby once his device was taken away. "Let me go, I deserve that award! I've got it coming to me! I want it!" Animo screamed petulantly.

But no one was listening to him, Harry just shook his head as he turned round to see the Rust Bucket, with Max and Gwen coming out of it, Gwen had a parakeet on her shoulder. "Harry, are you alright?" Max called out, worried.

"Fine Grandpa." Harry replied. Out of the corner of his eye he caught sight of one of the Kelly Industries employees that was cleaning the area about to throw away Dr. Animo's Transmodulator. Neither them or the police knew what it was, and it seemed broken anyway, so they had no use for it. Harry had seen enough cartoons to know throwing it out was just asking for a new villain, possibly junk themed, to crop up. So, making a slight detour back to the RV, he nicked the device from the dumpster.

"What's that?" Max asked.

"Animo's Transmodulator." Harry answered, "Definitely don't want to risk someone getting hold of this. Plus, I can be like the Batman and keep trophies of people I beat. Might come in handy someday if I ever go through a gritty and introspective arc and need evidence that I'm doing the right things, or something." Harry reasoned with a completely serious look.

Both Max and Gwen shook their head, only Gwen having the barest idea as to what he was talking about. Then he saw the parakeet on his cousin's shoulder, and guessed where she got it from. "So I see that you picked up a pet Gwen."

"This stupid this wouldn't leave me since it turned back to normal," Gwen said, giving the bird a dark look, "it seems that it likes me or something and won't leave me. But I'm thinking of keeping it."

Before Harry could give a smart remark, Max saw something golden in his Grandson's pocket and asked, "Harry what have you got in your pocket?"

"Hm? Oh, that, just a Golden Sumo Slammer card." Harry said with a shrug, "I found it in the rubble when Animo's pet dinosaur attacked Dr. Kelly, so I picked it up. Not sure what it was doing in a place like this, but lucky me I guess." And with that he walked back to the Rust Bucket and sat in the back, placing the card with his collection and the Transmodulator into a box he decided would be his trophy box if this forced hero business became a running theme.

_**o0OoO0o**_

About an hour later the Tennysons found a place to stay for the night. As they settling down for the night, Gwen was on her laptop and Harry was laying back on his bed playing Sumo Slammer Smackdown. He'd just aced the first level for the first time when Grandpa Max called up from the front, turning down the radio to do so. "Harry can you come up here please."

"Sure Grandpa." Harry called back as he powered down his GBA. "What's wrong Grandpa?" He asked after making the journey to the front of the RV.

"I want to talk about today, about not wanting to help with the thieves and with Dr. Animo at the start." Max said.

"Yeah that's something I also wanted to talk about." Harry agreed, "Why is it you want me to be playing hero for?"

"Because you have a great power Harry, and it's your responsibility to use that power wisely and help people."

Harry was suddenly reminded of Peter Parker's uncle telling him something very similar; 'With great power comes great responsibility'. "Read a lot of Spiderman Comics when you were younger Grandpa?" Harry joked.

"Yes I did." Max admitted proudly, being a fan of the series since it had first come out, "Both my father and I agree with the motto that Uncle Ben lived by. We believe that anyone with any sort of powers should use that power responsibility by helping and protecting people who can't do so themselves. And those people should also stop those who misuse their power for evil and to harm others. So with the power you have to transform into those different aliens, I see it as your responsibility to use those transformations for good."

"But I'm not you, Grandpa." Harry didn't like what he was hearing. "I can't believe I'm saying this, but I don't think 'with great power comes great responsibility' really means what you think it means. At least not in my situation. The motto means I need to be responsible with my powers, not hurt innocent people due to my own recklessness. That is my responsibility, not catching every criminal I find like some kind of obsessive compulsive kid with a messiah complex." It was shocking what watching anime and cartoon reviews online could do for one's vocabulary.

"But-" Max began, but Harry interrupted him, "I know that the world is a dark and corrupted place, and in need of as many heroes as it can get its hands on, but I don't _want_ to be a hero. I don't want that kind of life, one where I go hunting for villains and risk my life daily, putting my family and the ones I care about in danger. Maybe some other ten year old - one that doesn't really grasp the big picture - would love this kind of life, playing hero and that, but not me. Don't get me wrong, if I see someone whose life is in danger and the police either aren't around are just _can't_ help them I'll step in, that much I'll be happy to do. I didn't ask for this, and I'm not going to risk the safety of myself or my entire family because I'm bored or need attention like some insecure brat. I'm going to do exactly as Uncle Ben's motto says, use the Omnitrix responsibly."

Max looked at Harry in shock, not believing that his Grandson felt like that. Sure he could understand his feelings, but he hoped that Harry would jump at the call to help people. It would make things a lot easier when it came around to talk about them becoming Plumbers in the future. He knew that every day more aliens and people with mutant like powers were born or landed on the planet, and the Plumbers would one day be needed again. The Plumbers would be reforming in the near future, and he hoped his Grandchildren would be a supporter, and maybe even members of the fighting force. But from the look of things Harry, at least, wasn't going to go along with it and be recruited without a solid motivation to do so.

Before anything could said, Harry stood up and began walking back to where he was before. "I'm off to bed, goodnight." The raven hired boy said over his shoulder before he pulled the curtains of his bed closed and went to sleep.

_**o0OoO0o**_

_Metropolitan Police Department:_

In the holding cells, Dr. Animo was laying in his cot, thinking about how his day could go all wrong. It was going so well for him, he was going to get the Award that he had been waiting for for years. But then everything went wrong when he faced those three people and those aliens. Those things, those whatever they were, appeared, and got in the way to stop him from getting the Award that he deserved all this time. They would pay for denying him what he deserved, he only needed to get out of here first...

As he was thinking about this, a cop came into the holding cells and approached him. "Greetings Doctor Aloysius James Animo." The officer said.

"What do you want?" Animo snapped impatiently.

"I want to meet up with one of the most genius human being on this planet," said the cop.

"Thank you," Animo said graciously, mood much friendlier from the buttering up, "but that doesn't explain what you want."

"What if I told you I could get you away from here, offer you a chance to get your revenge on those that foiled your justice?" The uniformed man said.

"I would not only ask why, but what you want." Animo said slowly.

"The how is easy." The cop suddenly became a blob of clay, shocking the prisoner into silence. A face formed on the blob, from which poured the same voice the cop had been using. "My name is Gandrayda, and I am an alien. My race is known as the Axilasapiens, and we can transform our body into anything. With my abilities, I'm sure you can see how escape is very possible."

"And what do you want from me in return?" Animo asked suspiciously.

"I want your help to take over this planet." Gandrayda said without hesitation, "I have my own plans for revenge, but for that, I need help, a lot of it. The person I wish to exact vengeance upon is very powerful, and has entire armies at his disposal. Thus, _I_ must build a large army as well. I utterly loath my need to rely on help from anyone, especially from a race weak as yours, but the situation is what it is. If you agree to help me, will help you with your experiments and allow you to rule part of the world as you see fit. I will tell you who stopped you from getting what you deserved. So what do you say, will you join me?"

The idea was certainly appealing to the Mad Doctor, who knew what advance equipment this alien had that he could use? What was more, the call of his own kingdom filled with the perfect beings, all completely loyal to him, was a very strong one. In the end, there was only one thing he could say, "You have a deal."

"I thought you would say that." Gandrayda said. He extended a hand that became a wedge, which grew thicker and thicker until the bars of the cell were wide enough for the doctor to step through. "Let's get out of here."

_**TO BE CONTINUED!**_

_**Author's Notes:**_ Here ends the second part of two of Washington B.C. Sorry for the delay, not only was I needing a new part for my laptop, but I needed to wait for my beta reader to get this back to me. In this chapter I just altered a few bits from the show, and reworked parts that didn't fit in the chapter. I hope you like what I came up with. I'm trying to show that Harry won't be a hero, and I hope I'm doing so. Still haven't decided if he'll be good or evil yet, but one thing he'll not be is a hero - not willingly.

Now that you spent the time to read this story, could you spend a few minutes to review and let me know what you think of the story? Positive or negative, I would like to hear what you think and what you would like to see happen next.

I would like to ask what episodes you would like to see and not see within this story, and ideas for new aliens, what they look like, powers, where they come and things like that to make it easier to write them in. I'm planning to use a few aliens from Star Wars.

Omake's are also welcome, or even just suggestions for scenes you'd like written out if they're funny but you don't feel confident you can write them out yourself.


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